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~~June 30, ~~2020~~2021


☐			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

__________________________________________________________

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 class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $.01 par value

UNH

~~NYSE~~New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ 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 filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

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

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

As of ~~October~~July 30, ~~2020,~~2021, there were ~~948,820,710~~942,917,366 shares of the registrant’s Common Stock, $.01 par value per share, issued and outstanding.

UNITEDHEALTH GROUP

Table of Contents


				Page				Page

Part I. Financial Information	Part I. Financial Information				Part I. Financial Information
Item 1.	Item 1.	Financial Statements (unaudited)		1	Item 1.	Financial Statements (unaudited)		1
		Condensed Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019		1		Condensed Consolidated Balance Sheets as of June 30 , 202 1 and December 31, 2020		1
		Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2020 and 2019		2		Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30 , 202 1 and 2020		2
		Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2020 and 2019		3		Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months End ed Jun e 3 0 , 202 1 and 2020		3
		Condensed Consolidated Statements of Changes in Equity for the Three and Nine Months Ended Se ptember 30, 2020 and 2019		4		Condensed Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30 , 202 1 and 2020		4
		Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2020 and 2019		6		Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30 , 2021 and 2020		6
		Notes to the Condensed Consolidated Financial Statements		7		Notes to the Condensed Consolidated Financial Statements		7
		1.	Basis of Presentation	7		1.	Basis of Presentation	7
		2.	Investments	8		2.	Investments	8
		3.	Fair Value	10		3.	Fair Value	10
		4.	Medical Costs Payable	11		4.	Medical Costs Payable	11
		5.	Short-Term Borrowings and Long-Term Debt	12		5.	Short-Term Borrowings and Long-Term Debt	11
		6.	Dividends	13		6.	Dividends	12
		7.	Commitments and Contingencies	13		7.	Commitments and Contingencies	12
		8.	Segment Financial Information	14		8.	Segment Financial Information	13
Item 2.	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		16	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		15
Item 3.	Item 3.	Quantitative and Qualitative Disclosures About Market Risk		25	Item 3.	Quantitative and Qualitative Disclosures About Market Risk		23
Item 4.	Item 4.	Controls and Procedures		25	Item 4.	Controls and Procedures		24
Part II. Other Information	Part II. Other Information				Part II. Other Information
Item 1.	Item 1.	Legal Proceedings		25	Item 1.	Legal Proceedings		24
Item 1A.	Item 1A.	Risk Factors		26	Item 1A.	Risk Factors		24
Item 2.	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		26	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		24
Item 6.	Item 6.	Exhibits		27	Item 6.	Exhibits		25
Signatures	Signatures			28	Signatures			26

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)	June 30, 2021		December 31, 2020
Assets	Assets					Assets
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	17,550	$	10,985	Cash and cash equivalents	$	19,832	$	16,921
Short-term investments	Short-term investments	3,259		3,260		Short-term investments	2,729		2,860
Accounts receivable, net	Accounts receivable, net	12,171		11,822		Accounts receivable, net	14,587		12,870
Other current receivables, net	Other current receivables, net	13,231		9,640		Other current receivables, net	12,630		12,534
Assets under management	Assets under management	3,788		3,076		Assets under management	4,198		4,076
Prepaid expenses and other current assets	Prepaid expenses and other current assets	4,822		3,851		Prepaid expenses and other current assets	4,940		4,457
Total current assets	Total current assets	54,821		42,634		Total current assets	58,916		53,718
Long-term investments	Long-term investments	39,184		37,209		Long-term investments	44,061		41,242
Property, equipment and capitalized software, net	Property, equipment and capitalized software, net	8,151		8,704		Property, equipment and capitalized software, net	8,735		8,626
Goodwill	Goodwill	68,088		65,659		Goodwill	75,827		71,337
Other intangible assets, net	Other intangible assets, net	10,373		10,349		Other intangible assets, net	10,806		10,856
Other assets	Other assets	10,352		9,334		Other assets	11,947		11,510
Total assets	Total assets	$	190,969	$	173,889	Total assets	$	210,292	$	197,289
Liabilities, redeemable noncontrolling interests and equity	Liabilities, redeemable noncontrolling interests and equity					Liabilities, redeemable noncontrolling interests and equity
Current liabilities:	Current liabilities:					Current liabilities:
Medical costs payable	Medical costs payable	$	21,167	$	21,690	Medical costs payable	$	25,131	$	21,872
Accounts payable and accrued liabilities	Accounts payable and accrued liabilities	21,173		19,005		Accounts payable and accrued liabilities	23,013		22,495
Short-term borrowings and current maturities of long-term debt	Short-term borrowings and current maturities of long-term debt	3,899		3,870		Short-term borrowings and current maturities of long-term debt	3,868		4,819
Unearned revenues	Unearned revenues	2,391		2,622		Unearned revenues	2,365		2,842
Other current liabilities	Other current liabilities	17,967		14,595		Other current liabilities	22,180		20,392
Total current liabilities	Total current liabilities	66,597		61,782		Total current liabilities	76,557		72,420
Long-term debt, less current maturities	Long-term debt, less current maturities	39,895		36,808		Long-term debt, less current maturities	44,348		38,648
Deferred income taxes	Deferred income taxes	3,340		2,993		Deferred income taxes	3,641		3,367
Other liabilities	Other liabilities	11,186		10,144		Other liabilities	12,425		12,315
Total liabilities	Total liabilities	121,018		111,727		Total liabilities	136,971		126,750
Commitments and contingencies (Note 7)	Commitments and contingencies (Note 7)					Commitments and contingencies (Note 7)	0		0
Redeemable noncontrolling interests	Redeemable noncontrolling interests	1,847		1,726		Redeemable noncontrolling interests	1,299		2,211
Equity:	Equity:					Equity:
Preferred stock, $0.001 par value - 10 shares authorized; 0 shares issued or outstanding	Preferred stock, $0.001 par value - 10 shares authorized; 0 shares issued or outstanding	0		0		Preferred stock, $0.001 par value - 10 shares authorized; 0 shares issued or outstanding	0		0
Common stock, $0.01 par value - 3,000 shares authorized; 949 and 948 issued and outstanding		10		9
Common stock, $0.01 par value - 3,000 shares authorized; 943 and 946 issued and outstanding						Common stock, $0.01 par value - 3,000 shares authorized; 943 and 946 issued and outstanding	10		10
Additional paid-in capital	Additional paid-in capital	0		7		Additional paid-in capital	0		0
Retained earnings	Retained earnings	69,715		61,178		Retained earnings	73,090		69,295
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(4,494)		(3,578)		Accumulated other comprehensive loss	(4,086)		(3,814)
Nonredeemable noncontrolling interests	Nonredeemable noncontrolling interests	2,873		2,820		Nonredeemable noncontrolling interests	3,008		2,837
Total equity	Total equity	68,104		60,436		Total equity	72,022		68,328
Total liabilities, redeemable noncontrolling interests and equity	Total liabilities, redeemable noncontrolling interests and equity	$	190,969	$	173,889	Total liabilities, redeemable noncontrolling interests and equity	$	210,292	$	197,289

See Notes to the Condensed Consolidated Financial Statements

Table of Contents

UnitedHealth Group

Condensed Consolidated Statements of Operations

(Unaudited)


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended June 30,				Six Months Ended June 30,
(in millions, except per share data)	(in millions, except per share data)	2020		2019		2020		2019		(in millions, except per share data)	2021		2020		2021		2020
Revenues:	Revenues:									Revenues:
Premiums	Premiums	$	50,863	$	47,397	$	150,897	$	142,074	Premiums	$	56,233	$	49,394	$	111,719	$	100,034
Products	Products	8,777		7,546		25,455		23,971		Products	8,433		8,247		16,773		16,678
Services	Services	5,124		4,942		14,265		13,756		Services	6,099		4,156		12,017		9,141
Investment and other income	Investment and other income	351		466		1,057		1,453		Investment and other income	556		341		1,008		706
Total revenues	Total revenues	65,115		60,351		191,674		181,254		Total revenues	71,321		62,138		141,517		126,559
Operating costs:	Operating costs:									Operating costs:
Medical costs	Medical costs	41,636		39,041		117,314		117,164		Medical costs	46,546		34,678		91,450		75,678
Operating costs	Operating costs	10,174		8,960		30,190		25,892		Operating costs	10,359		10,001		20,582		20,016
Cost of products sold	Cost of products sold	7,935		6,627		23,123		21,606		Cost of products sold	7,660		7,501		15,232		15,188
Depreciation and amortization	Depreciation and amortization	719		709		2,159		2,002		Depreciation and amortization	778		717		1,536		1,440
Total operating costs	Total operating costs	60,464		55,337		172,786		166,664		Total operating costs	65,343		52,897		128,800		112,322
Earnings from operations	Earnings from operations	4,651		5,014		18,888		14,590		Earnings from operations	5,978		9,241		12,717		14,237
Interest expense	Interest expense	(395)		(449)		(1,262)		(1,267)		Interest expense	(410)		(430)		(807)		(867)
Earnings before income taxes	Earnings before income taxes	4,256		4,565		17,626		13,323		Earnings before income taxes	5,568		8,811		11,910		13,370
Provision for income taxes	Provision for income taxes	(1,000)		(936)		(4,209)		(2,752)		Provision for income taxes	(1,196)		(2,115)		(2,560)		(3,209)
Net earnings	Net earnings	3,256		3,629		13,417		10,571		Net earnings	4,372		6,696		9,350		10,161
Earnings attributable to noncontrolling interests	Earnings attributable to noncontrolling interests	(84)		(91)		(226)		(273)		Earnings attributable to noncontrolling interests	(106)		(59)		(222)		(142)
Net earnings attributable to UnitedHealth Group common shareholders	Net earnings attributable to UnitedHealth Group common shareholders	$	3,172	$	3,538	$	13,191	$	10,298	Net earnings attributable to UnitedHealth Group common shareholders	$	4,266	$	6,637	$	9,128	$	10,019
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:
Basic	Basic	$	3.34	$	3.73	$	13.90	$	10.82	Basic	$	4.52	$	6.99	$	9.66	$	10.56
Diluted	Diluted	$	3.30	$	3.67	$	13.73	$	10.65	Diluted	$	4.46	$	6.91	$	9.55	$	10.43
Basic weighted-average number of common shares outstanding	Basic weighted-average number of common shares outstanding	950		949		949		952		Basic weighted-average number of common shares outstanding	944		949		945		949
Dilutive effect of common share equivalents	Dilutive effect of common share equivalents	12		14		12		15		Dilutive effect of common share equivalents	12		11		11		12
Diluted weighted-average number of common shares outstanding	Diluted weighted-average number of common shares outstanding	962		963		961		967		Diluted weighted-average number of common shares outstanding	956		960		956		961
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents	Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents	6		12		9		10		Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents	1		11		2		11

See Notes to the Condensed Consolidated Financial Statements

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 June 30,				Six Months Ended June 30,
(in millions)	(in millions)	2020		2019		2020		2019		(in millions)	2021		2020		2021		2020
Net earnings	Net earnings	$	3,256	$	3,629	$	13,417	$	10,571	Net earnings	$	4,372	$	6,696	$	9,350	$	10,161
Other comprehensive income (loss):	Other comprehensive income (loss):									Other comprehensive income (loss):
Gross unrealized gains on investment securities during the period		148		230		919		1,243
Gross unrealized gains (losses) on investment securities during the period										Gross unrealized gains (losses) on investment securities during the period	251		1,120		(513)		771
Income tax effect	Income tax effect	(37)		(53)		(214)		(285)		Income tax effect	(58)		(257)		116		(177)
Total unrealized gains, net of tax		111		177		705		958
Total unrealized gains (losses), net of tax										Total unrealized gains (losses), net of tax	193		863		(397)		594
Gross reclassification adjustment for net realized gains included in net earnings	Gross 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	(9)		(11)		(16)		(29)
Income tax effect	Income tax effect	5		16		12		16		Income tax effect	2		3		4		7
Total reclassification adjustment, net of tax	Total reclassification adjustment, net of tax	(16)		(53)		(38)		(54)		Total reclassification adjustment, net of tax	(7)		(8)		(12)		(22)
Total foreign currency translation losses		(39)		(560)		(1,583)		(453)
Total foreign currency translation gains (losses)										Total foreign currency translation gains (losses)	554		(45)		137		(1,544)
Other comprehensive income (loss)	Other comprehensive income (loss)	56		(436)		(916)		451		Other comprehensive income (loss)	740		810		(272)		(972)
Comprehensive income	Comprehensive income	3,312		3,193		12,501		11,022		Comprehensive income	5,112		7,506		9,078		9,189
Comprehensive income attributable to noncontrolling interests	Comprehensive income attributable to noncontrolling interests	(84)		(91)		(226)		(273)		Comprehensive income attributable to noncontrolling interests	(106)		(59)		(222)		(142)
Comprehensive income attributable to UnitedHealth Group common shareholders	Comprehensive income attributable to UnitedHealth Group common shareholders	$	3,228	$	3,102	$	12,275	$	10,749	Comprehensive income attributable to UnitedHealth Group common shareholders	$	5,006	$	7,447	$	8,856	$	9,047

See Notes to the Condensed Consolidated Financial Statements

Table of Contents

UnitedHealth Group

Condensed Consolidated Statements of Changes in Equity

(Unaudited)


		Common Stock			Additional Paid-In Capital				Retained Earnings				Accumulated Other Comprehensive Income (Loss)								Nonredeemable Noncontrolling Interests				Total Equity					Common Stock			Additional Paid-In Capital			Retained Earnings		Accumulated Other Comprehensive Income (Loss)						Nonredeemable Noncontrolling Interests		Total Equity
Three months ended September 30, (in millions)		Shares	Amount								Net Unrealized Gains on Investments				Foreign Currency Translation Losses
Balance at June 30, 2020		950	$	10			$	388			$	67,776			$	1,161			$	(5,711)			$	2,891				$	66,515
Three months ended June 30, (in millions)																											Three months ended June 30, (in millions)			Shares	Amount				Additional Paid-In Capital			Retained Earnings				Net Unrealized Gains on Investments		Foreign Currency Translation (Losses) Gains		Nonredeemable Noncontrolling Interests			Total Equity
Balance at March 31, 2021																											Balance at March 31, 2021			944	$	10				$	741			$	(5,567)
Net earnings																											Net earnings									4,266								88		4,354
Other comprehensive income																											Other comprehensive income											186				554				740
Issuances of common stock, and related tax effects																											Issuances of common stock, and related tax effects			2	0		292															292
Share-based compensation																											Share-based compensation						158													158
Common share repurchases																											Common share repurchases			(3)	0		(221)			(1,029)										(1,250)
Cash dividends paid on common shares ($1.45 per share)																											Cash dividends paid on common shares ($1.45 per share)									(1,367)										(1,367)
Redeemable noncontrolling interests fair value and other adjustments																											Redeemable noncontrolling interests fair value and other adjustments						(229)			0										(229)
Acquisition and other adjustments of nonredeemable noncontrolling interests																											Acquisition and other adjustments of nonredeemable noncontrolling interests																	85		85
Distribution to nonredeemable noncontrolling interests																											Distribution to nonredeemable noncontrolling interests																	(74)		(74)
Balance at June 30, 2021																											Balance at June 30, 2021			943	$	10	$	0		$	73,090	$	927			$	(5,013)	$	3,008	$	72,022

Balance at March 31, 2020																											Balance at March 31, 2020			947	$	10	$	0		$	62,327	$	306			$	(5,666)	$	2,886	$	59,863
Net earnings	Net earnings								3,172												62				3,234		Net earnings									6,637								38		6,675
Other comprehensive income (loss)	Other comprehensive income (loss)												95				(39)								56		Other comprehensive income (loss)											855				(45)				810
Issuances of common stock, and related tax effects	Issuances of common stock, and related tax effects	2	0		321																				321		Issuances of common stock, and related tax effects			3	0		287													287
Share-based compensation	Share-based compensation				131																				131		Share-based compensation						144													144
Common share repurchases	Common share repurchases	(3)	0		(805)				(45)																(850)		Common share repurchases			0	0		0			0										0
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)									(1,188)										(1,188)
Redeemable noncontrolling interests fair value and other adjustments	Redeemable noncontrolling interests fair value and other adjustments				(35)																				(35)		Redeemable noncontrolling interests fair value and other adjustments						(43)													(43)
Acquisition and other adjustments of nonredeemable noncontrolling interests																					(8)				(8)
Distribution to nonredeemable noncontrolling interests	Distribution to nonredeemable noncontrolling interests																				(72)				(72)		Distribution to nonredeemable noncontrolling interests																	(33)		(33)
Balance at September 30, 2020		949	$	10	$	0			$	69,715			$	1,256			$	(5,750)			$	2,873			$	68,104

Balance at June 30, 2019		948	$	9	$	0			$	56,367			$	516			$	(3,789)			$	2,751			$	55,854
Net earnings									3,538												82				3,620
Other comprehensive income (loss)													124				(560)								(436)
Issuances of common stock, and related tax effects		2	0		277																				277
Share-based compensation					130																				130
Common share repurchases		(3)	0		(415)				(185)																(600)
Cash dividends paid on common shares ($1.08 per share)									(1,024)																(1,024)
Redeemable noncontrolling interests fair value and other adjustments					8																				8
Acquisition and other adjustments of nonredeemable noncontrolling interests																					(7)				(7)
Distribution to nonredeemable noncontrolling interests																					(66)				(66)
Balance at September 30, 2019		947	$	9	$	0			$	58,696			$	640			$	(4,349)			$	2,760			$	57,756
Balance at June 30, 2020																											Balance at June 30, 2020			950	$	10	$	388		$	67,776	$	1,161			$	(5,711)	$	2,891	$	66,515

See Notes to the Condensed Consolidated Financial Statements

Table of Contents

UnitedHealth Group

Condensed Consolidated Statements of Changes in Equity

(Unaudited)


		Common Stock			Additional Paid-In Capital				Retained Earnings				Accumulated Other Comprehensive Income (Loss)								Nonredeemable Noncontrolling Interests				Total Equity					Common Stock				Additional Paid-In Capital			Retained Earnings		Accumulated Other Comprehensive Income (Loss)						Nonredeemable Noncontrolling Interests		Total Equity
Nine months ended September 30, (in millions)		Shares	Amount								Net Unrealized Gains (Losses) on Investments				Foreign Currency Translation Losses
Six months ended June 30, (in millions)																											Six months ended June 30, (in millions)			Shares		Amount				Additional Paid-In Capital			Retained Earnings				Net Unrealized Gains (Losses) on Investments		Foreign Currency Translation (Losses) Gains		Nonredeemable Noncontrolling Interests			Total Equity
Balance at January 1, 2021																											Balance at January 1, 2021			946		$	10				$	1,336			$	(5,150)
Net earnings																											Net earnings										9,128								168		9,296
Other comprehensive (loss) income																											Other comprehensive (loss) income												(409)				137				(272)
Issuances of common stock, and related tax effects																											Issuances of common stock, and related tax effects			5		0		548															548
Share-based compensation																											Share-based compensation							400													400
Common share repurchases																											Common share repurchases			(8)		0		(221)			(2,679)										(2,900)
Cash dividends paid on common shares ($2.70 per share)																											Cash dividends paid on common shares ($2.70 per share)										(2,548)										(2,548)
Redeemable noncontrolling interests fair value and other adjustments																											Redeemable noncontrolling interests fair value and other adjustments							(727)			(106)										(833)
Acquisition and other adjustments of nonredeemable noncontrolling interests																											Acquisition and other adjustments of nonredeemable noncontrolling interests																		151		151
Distribution to nonredeemable noncontrolling interests																											Distribution to nonredeemable noncontrolling interests																		(148)		(148)
Balance at June 30, 2021																											Balance at June 30, 2021			943		$	10	$	0		$	73,090	$	927			$	(5,013)	$	3,008	$	72,022

Balance at January 1, 2020	Balance at January 1, 2020	948	$	9			$	7			$	61,178			$	589			$	(4,167)			$	2,820				$	60,436		Balance at January 1, 2020	948		$	9		$	7	$	61,178			$	589	$	(4,167)	$	2,820		$	60,436
Adjustment to adopt ASU 2016-13									(28)																(28)
Adjustment to Adopt ASU 2016-13																											Adjustment to Adopt ASU 2016-13										(28)										(28)
Net earnings	Net earnings								13,191												159				13,350		Net earnings										10,019								97		10,116
Other comprehensive income (loss)	Other comprehensive income (loss)												667				(1,583)								(916)		Other comprehensive income (loss)												572				(1,544)				(972)
Issuances of common stock, and related tax effects	Issuances of common stock, and related tax effects	10	1		928																				929		Issuances of common stock, and related tax effects			8		1		607													608
Share-based compensation	Share-based compensation				509																				509		Share-based compensation							378													378
Common share repurchases	Common share repurchases	(9)	0		(1,315)				(1,226)																(2,541)		Common share repurchases			(6)		0		(510)			(1,181)										(1,691)
Cash dividends paid on common shares ($3.58 per share)									(3,400)																(3,400)
Cash dividends paid on common shares ($2.33 per share)																											Cash dividends paid on common shares ($2.33 per share)										(2,212)										(2,212)
Redeemable noncontrolling interests fair value and other adjustments	Redeemable noncontrolling interests fair value and other adjustments				(129)																				(129)		Redeemable noncontrolling interests fair value and other adjustments							(94)													(94)
Acquisition and other adjustments of nonredeemable noncontrolling interests																					42				42
Acquisitions and other adjustments of nonredeemable noncontrolling interests																											Acquisitions and other adjustments of nonredeemable noncontrolling interests																		50		50
Distribution to nonredeemable noncontrolling interests	Distribution to nonredeemable noncontrolling interests																				(148)				(148)		Distribution to nonredeemable noncontrolling interests																		(76)		(76)
Balance at September 30, 2020		949	$	10	$	0			$	69,715			$	1,256			$	(5,750)			$	2,873			$	68,104

Balance at January 1, 2019		960	$	10	$	0			$	55,846			$	(264)			$	(3,896)			$	2,623			$	54,319
Adjustment to adopt ASU 2016-02									(13)												(5)				(18)
Net earnings									10,298												196				10,494
Other comprehensive income (loss)													904				(453)								451
Issuances of common stock, and related tax effects		8	0		438																				438
Share-based compensation					521																				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, 2019		947	$	9	$	0			$	58,696			$	640			$	(4,349)			$	2,760			$	57,756
Balance at June 30, 2020																											Balance at June 30, 2020			950		$	10	$	388		$	67,776	$	1,161			$	(5,711)	$	2,891	$	66,515

See Notes to the Condensed Consolidated Financial Statements

Table of Contents

UnitedHealth Group

Condensed Consolidated Statements of Cash Flows

(Unaudited)


		Nine Months Ended September 30,					Six Months Ended June 30,
(in millions)	(in millions)	2020		2019		(in millions)	2021		2020
Operating activities	Operating activities					Operating activities
Net earnings	Net earnings	$	13,417	$	10,571	Net earnings	$	9,350	$	10,161
Noncash items:	Noncash items:					Noncash items:
Depreciation and amortization	Depreciation and amortization	2,159		2,002		Depreciation and amortization	1,536		1,440
Deferred income taxes	Deferred income taxes	119		177		Deferred income taxes	327		114
Share-based compensation	Share-based compensation	527		525		Share-based compensation	426		388
Other, net	Other, net	48		(181)		Other, net	(214)		124
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 receivable	Accounts receivable	(194)		957		Accounts receivable	(1,218)		(439)
Other assets	Other assets	(2,697)		(2,181)		Other assets	(1,523)		(3,784)
Medical costs payable	Medical costs payable	(615)		223		Medical costs payable	3,086		(2,353)
Accounts payable and other liabilities	Accounts payable and other liabilities	3,441		105		Accounts payable and other liabilities	298		7,591
Unearned revenues	Unearned revenues	(132)		60		Unearned revenues	(523)		(296)
Cash flows from operating activities	Cash flows from operating activities	16,073		12,258		Cash flows from operating activities	11,545		12,946
Investing activities	Investing activities					Investing activities
Purchases of investments	Purchases of investments	(11,570)		(13,386)		Purchases of investments	(8,847)		(6,412)
Sales of investments	Sales of investments	4,887		6,198		Sales of investments	1,408		3,548
Maturities of investments	Maturities of investments	5,297		5,160		Maturities of investments	4,650		3,437
Cash paid for acquisitions, net of cash assumed	Cash paid for acquisitions, net of cash assumed	(4,326)		(8,200)		Cash paid for acquisitions, net of cash assumed	(4,642)		(3,952)
Purchases of property, equipment and capitalized software	Purchases of property, equipment and capitalized software	(1,477)		(1,421)		Purchases of property, equipment and capitalized software	(1,130)		(920)
Other, net	Other, net	(165)		338		Other, net	(648)		(186)
Cash flows used for investing activities	Cash flows used for investing activities	(7,354)		(11,311)		Cash flows used for investing activities	(9,209)		(4,485)
Financing activities	Financing activities					Financing activities
Common share repurchases	Common share repurchases	(2,541)		(5,101)		Common share repurchases	(2,900)		(1,691)
Cash dividends paid	Cash dividends paid	(3,400)		(2,908)		Cash dividends paid	(2,548)		(2,212)
Proceeds from common stock issuances	Proceeds from common stock issuances	1,206		740		Proceeds from common stock issuances	764		870
Repayments of long-term debt	Repayments of long-term debt	(1,500)		(1,250)		Repayments of long-term debt	(1,900)		0
(Repayments of) proceeds from short-term borrowings, net	(Repayments of) proceeds from short-term borrowings, net	(423)		3,998		(Repayments of) proceeds from short-term borrowings, net	(176)		351
Proceeds from issuance of long-term debt	Proceeds from issuance of long-term debt	4,864		5,444		Proceeds from issuance of long-term debt	6,934		4,864
Customer funds administered	Customer funds administered	249		420		Customer funds administered	2,395		1,263
Purchases of redeemable noncontrolling interests						Purchases of redeemable noncontrolling interests	(1,338)		0
Other, net	Other, net	(449)		(756)		Other, net	(662)		(421)
Cash flows (used for) from financing activities		(1,994)		587
Cash flows from financing activities						Cash flows from financing activities	569		3,024
Effect of exchange rate changes on cash and cash equivalents	Effect of exchange rate changes on cash and cash equivalents	(160)		(37)		Effect of exchange rate changes on cash and cash equivalents	6		(143)
Increase in cash and cash equivalents	Increase in cash and cash equivalents	6,565		1,497		Increase in cash and cash equivalents	2,911		11,342
Cash and cash equivalents, beginning of period	Cash and cash equivalents, beginning of period	10,985		10,866		Cash and cash equivalents, beginning of period	16,921		10,985
Cash and cash equivalents, end of period	Cash and cash equivalents, end of period	$	17,550	$	12,363	Cash and cash equivalents, end of period	$	19,832	$	22,327

See Notes to the Condensed Consolidated Financial Statements

Table of Contents

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 ~~dedicated~~with a mission to ~~helping~~help people live healthier lives and ~~helping~~help make the health system work better for everyone.

~~Through its diversified family of businesses,~~ Our two 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 data~~individuals and ~~health information, advanced technology and clinical expertise. These core competencies~~organizations 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”~~Statements” in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2019~~2020 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 ~~include~~relate 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.~~

Table of Contents

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
June 30, 2021										June 30, 2021
Debt securities - available-for-sale:	Debt securities - available-for-sale:									Debt securities - available-for-sale:
U.S. government and agency obligations	U.S. government and agency obligations	$	3,374	$	160	$	0	$	3,534	U.S. government and agency obligations	$	3,526	$	88	$	(17)	$	3,597
State and municipal obligations	State and municipal obligations	6,311		377		(4)		6,684		State and municipal obligations	7,044		386		(7)		7,423
Corporate obligations	Corporate obligations	18,461		778		(35)		19,204		Corporate obligations	21,116		628		(57)		21,687
U.S. agency mortgage-backed securities	U.S. agency mortgage-backed securities	6,523		270		(3)		6,790		U.S. agency mortgage-backed securities	6,596		167		(30)		6,733
Non-U.S. agency mortgage-backed securities	Non-U.S. agency mortgage-backed securities	2,033		98		(6)		2,125		Non-U.S. agency mortgage-backed securities	2,623		72		(10)		2,685
Total debt securities - available-for-sale	Total debt securities - available-for-sale	36,702		1,683		(48)		38,337		Total debt securities - available-for-sale	40,905		1,341		(121)		42,125
Debt securities - held-to-maturity:	Debt securities - held-to-maturity:									Debt securities - held-to-maturity:
U.S. government and agency obligations	U.S. government and agency obligations	422		7		0		429		U.S. government and agency obligations	412		4		0		416
State and municipal obligations	State and municipal obligations	31		2		0		33		State and municipal obligations	30		2		0		32
Corporate obligations	Corporate obligations	245		1		0		246		Corporate obligations	148		0		(1)		147
Total debt securities - held-to-maturity	Total debt securities - held-to-maturity	698		10		0		708		Total debt securities - held-to-maturity	590		6		(1)		595
Total debt securities	Total debt securities	$	37,400	$	1,693	$	(48)	$	39,045	Total debt securities	$	41,495	$	1,347	$	(122)	$	42,720
December 31, 2019
December 31, 2020										December 31, 2020
Debt securities - available-for-sale:	Debt securities - available-for-sale:									Debt securities - available-for-sale:
U.S. government and agency obligations	U.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 obligations	State and municipal obligations	5,680		251		(5)		5,926		State and municipal obligations	6,893		435		0		7,328
Corporate obligations	Corporate obligations	17,910		343		(11)		18,242		Corporate obligations	18,886		863		(12)		19,737
U.S. agency mortgage-backed securities	U.S. agency mortgage-backed securities	6,425		109		(6)		6,528		U.S. agency mortgage-backed securities	6,849		245		(3)		7,091
Non-U.S. agency mortgage-backed securities	Non-U.S. agency mortgage-backed securities	1,811		37		(3)		1,845		Non-U.S. agency mortgage-backed securities	2,116		95		(4)		2,207
Total debt securities - available-for-sale	Total debt securities - available-for-sale	35,328		795		(29)		36,094		Total debt securities - available-for-sale	38,079		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 obligations	U.S. government and agency obligations	402		2		0		404		U.S. government and agency obligations	420		6		0		426
State and municipal obligations	State and municipal obligations	32		2		0		34		State and municipal obligations	31		2		0		33
Corporate obligations	Corporate obligations	538		0		(1)		537		Corporate obligations	187		1		0		188
Total debt securities - held-to-maturity	Total debt securities - held-to-maturity	972		4		(1)		975		Total debt securities - held-to-maturity	638		9		0		647
Total debt securities	Total debt securities	$	36,300	$	799	$	(30)	$	37,069	Total debt securities	$	38,717	$	1,780	$	(22)	$	40,475

The Company held ~~$2.1~~$2.8 billion and ~~$2.0~~$2.3 billion of equity securities as of ~~September~~June 30, ~~2020~~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.~~values and other venture investments. 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~~June 30, ~~2020~~2021 and December 31, ~~2019, respectively.~~2020. The allowance for credit losses on held-to-maturity securities at ~~September~~June 30, 2021 and December 31, 2020 was not material.

Table of Contents

The amortized cost and fair value of debt securities as of ~~September~~June 30, ~~2020,~~2021, by contractual maturity, were as follows:


		Available-for-Sale				Held-to-Maturity					Available-for-Sale				Held-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 less	Due in one year or less	$	3,388	$	3,407	$	400	$	401	Due in one year or less	$	2,808	$	2,822	$	309	$	310
Due after one year through five years	Due after one year through five years	11,253		11,678		246		252		Due after one year through five years	13,088		13,460		231		233
Due after five years through ten years	Due after five years through ten years	9,179		9,826		30		31		Due after five years through ten years	11,550		12,000		28		29
Due after ten years	Due after ten years	4,326		4,511		22		24		Due after ten years	4,240		4,425		22		23
U.S. agency mortgage-backed securities	U.S. agency mortgage-backed securities	6,523		6,790		—		—		U.S. agency mortgage-backed securities	6,596		6,733		—		—
Non-U.S. agency mortgage-backed securities	Non-U.S. agency mortgage-backed securities	2,033		2,125		—		—		Non-U.S. agency mortgage-backed securities	2,623		2,685		—		—
Total debt securities	Total debt securities	$	36,702	$	38,337	$	698	$	708	Total debt securities	$	40,905	$	42,125	$	590	$	595

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 Months				12 Months or Greater				Total					Less Than 12 Months				12 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)	$	0	$	0	$	366	$	(4)
Corporate obligations		2,314		(30)		400		(5)		2,714		(35)
U.S. agency mortgage-backed securities		687		(3)		0		0		687		(3)
Non-U.S. agency mortgage-backed securities		278		(3)		55		(3)		333		(6)
Total debt securities - available-for-sale		$	3,645	$	(40)	$	455	$	(8)	$	4,100	$	(48)
December 31, 2019
June 30, 2021														June 30, 2021
Debt securities - available-for-sale:	Debt securities - available-for-sale:													Debt securities - available-for-sale:
U.S. government and agency obligations	U.S. government and agency obligations	$	616	$	(4)	$	0	$	0	$	616	$	(4)	U.S. government and agency obligations	$	1,201	$	(17)	$	0	$	0	$	1,201	$	(17)
State and municipal obligations	State and municipal obligations	440		(5)		0		0		440		(5)		State and municipal obligations	777		(7)		0		0		777		(7)
Corporate obligations	Corporate obligations	1,903		(7)		740		(4)		2,643		(11)		Corporate obligations	4,679		(56)		229		(1)		4,908		(57)
U.S. agency mortgage-backed securities	U.S. agency mortgage-backed securities	657		(3)		333		(3)		990		(6)		U.S. agency mortgage-backed securities	2,668		(30)		0		0		2,668		(30)
Non-U.S. agency mortgage-backed securities	Non-U.S. agency mortgage-backed securities	406		(3)		0		0		406		(3)		Non-U.S. agency mortgage-backed securities	713		(8)		42		(2)		755		(10)
Total debt securities - available-for-sale	Total debt securities - available-for-sale	$	4,022	$	(22)	$	1,073	$	(7)	$	5,095	$	(29)	Total debt securities - available-for-sale	$	10,038	$	(118)	$	271	$	(3)	$	10,309	$	(121)
December 31, 2020														December 31, 2020
Debt securities - available-for-sale:														Debt securities - available-for-sale:
U.S. government and agency obligations														U.S. government and agency obligations	$	346	$	(3)	$	0	$	0	$	346	$	(3)
Corporate obligations														Corporate obligations	1,273		(9)		456		(3)		1,729		(12)
U.S. agency mortgage-backed securities														U.S. agency mortgage-backed securities	601		(3)		0		0		601		(3)
Non-U.S. agency mortgage-backed securities														Non-U.S. agency mortgage-backed securities	195		(1)		93		(3)		288		(4)
Total debt securities - available-for-sale														Total debt securities - available-for-sale	$	2,415	$	(16)	$	549	$	(6)	$	2,964	$	(22)

The Company’s unrealized losses from debt securities as of ~~September~~June 30, ~~2020~~2021 were generated from approximately ~~3,000~~6,500 positions out of a total of ~~34,000~~38,000 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~~June 30, ~~2020,~~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~~June 30, 2021 and December 31, 2020 was not material.

Table of Contents

3. Fair Value

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

For a description of the methods and assumptions that are used to estimate the fair value and determine the fair value hierarchy classification of each class of financial instrument, see Note 4 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial ~~Statements and Supplementary Data”~~Statements” in the ~~2019~~2020 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
June 30, 2021														June 30, 2021
Cash and cash equivalents	Cash and cash equivalents	$	17,472		$	78		$	0		$	17,550		Cash and cash equivalents	$	19,703		$	129		$	0		$	19,832
Debt securities - available-for-sale:	Debt securities - available-for-sale:													Debt securities - available-for-sale:
U.S. government and agency obligations	U.S. government and agency obligations	3,336			198			0			3,534			U.S. government and agency obligations	3,379			218			0			3,597
State and municipal obligations	State and municipal obligations	0			6,684			0			6,684			State and municipal obligations	0			7,423			0			7,423
Corporate obligations	Corporate obligations	44			18,881			279			19,204			Corporate obligations	40			21,416			231			21,687
U.S. agency mortgage-backed securities	U.S. agency mortgage-backed securities	0			6,790			0			6,790			U.S. agency mortgage-backed securities	0			6,733			0			6,733
Non-U.S. agency mortgage-backed securities	Non-U.S. agency mortgage-backed securities	0			2,125			0			2,125			Non-U.S. agency mortgage-backed securities	0			2,685			0			2,685
Total debt securities - available-for-sale	Total debt securities - available-for-sale	3,380			34,678			279			38,337			Total debt securities - available-for-sale	3,419			38,475			231			42,125
Equity securities	Equity securities	1,593			30			0			1,623			Equity securities	1,917			20			0			1,937
Assets under management	Assets under management	1,690			2,050			48			3,788			Assets under management	1,803			2,292			103			4,198
Total assets at fair value	Total assets at fair value	$	24,135		$	36,836		$	327		$	61,298		Total assets at fair value	$	26,842		$	40,916		$	334		$	68,092
Percentage of total assets at fair value	Percentage of total assets at fair value	39		%	60		%	1		%	100		%	Percentage of total assets at fair value	39		%	60		%	1		%	100		%
December 31, 2019
December 31, 2020														December 31, 2020
Cash and cash equivalents	Cash and cash equivalents	$	10,837		$	148		$	0		$	10,985		Cash and cash equivalents	$	16,841		$	80		$	0		$	16,921
Debt securities - available-for-sale:	Debt securities - available-for-sale:													Debt securities - available-for-sale:
U.S. government and agency obligations	U.S. government and agency obligations	3,369			184			0			3,553			U.S. government and agency obligations	3,241			224			0			3,465
State and municipal obligations	State and municipal obligations	0			5,926			0			5,926			State and municipal obligations	0			7,328			0			7,328
Corporate obligations	Corporate obligations	70			17,923			249			18,242			Corporate obligations	25			19,424			288			19,737
U.S. agency mortgage-backed securities	U.S. agency mortgage-backed securities	0			6,528			0			6,528			U.S. agency mortgage-backed securities	0			7,091			0			7,091
Non-U.S. agency mortgage-backed securities	Non-U.S. agency mortgage-backed securities	0			1,845			0			1,845			Non-U.S. agency mortgage-backed securities	0			2,207			0			2,207
Total debt securities - available-for-sale	Total debt securities - available-for-sale	3,439			32,406			249			36,094			Total debt securities - available-for-sale	3,266			36,274			288			39,828
Equity securities	Equity securities	1,734			22			0			1,756			Equity securities	1,795			33			0			1,828
Assets under management	Assets under management	1,123			1,918			35			3,076			Assets under management	1,774			2,250			52			4,076
Total assets at fair value	Total 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 value	Percentage of total assets at fair value	33		%	66		%	1		%	100		%	Percentage of total assets at fair value	38		%	61		%	1		%	100		%

There were 0 transfers in or out of Level 3 financial assets or liabilities during the ~~nine~~six months ended ~~September~~June 30, ~~2020~~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
June 30, 2021												June 30, 2021
Debt securities - held-to-maturity	Debt securities - held-to-maturity	$	531	$	99	$	78	$	708	$	698	Debt securities - held-to-maturity	$	494	$	93	$	8	$	595	$	590
Long-term debt and other financing obligations	Long-term debt and other financing obligations	$	0	$	51,785	$	0	$	51,785	$	43,794	Long-term debt and other financing obligations	$	0	$	54,023	$	0	$	54,023	$	47,091
December 31, 2019
December 31, 2020												December 31, 2020
Debt securities - held-to-maturity	Debt 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 obligations	Long-term debt and other financing obligations	$	0	$	45,078	$	0	$	45,078	$	40,278	Long-term debt and other financing obligations	$	0	$	51,254	$	0	$	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 ~~nine~~six months ended ~~September~~June 30, ~~2020~~2021 or ~~2019.~~2020.

4. Medical Costs Payable

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


(in millions)	(in millions)	2020		2019		(in millions)	2021		2020
Medical costs payable, beginning of period	Medical costs payable, beginning of period	$	21,690	$	19,891	Medical costs payable, beginning of period	$	21,872	$	21,690
Acquisitions	Acquisitions	186		868		Acquisitions	46		41
Reported medical costs:	Reported medical costs:					Reported medical costs:
Current year	Current year	118,114		117,624		Current year	92,570		76,338
Prior years	Prior years	(800)		(460)		Prior years	(1,120)		(660)
Total reported medical costs	Total reported medical costs	117,314		117,164		Total reported medical costs	91,450		75,678
Medical payments:	Medical payments:					Medical payments:
Payments for current year	Payments for current year	(98,548)		(99,487)		Payments for current year	(69,808)		(59,482)
Payments for prior years	Payments for prior years	(19,475)		(17,497)		Payments for prior years	(18,429)		(18,727)
Total medical payments	Total medical payments	(118,023)		(116,984)		Total medical payments	(88,237)		(78,209)
Medical costs payable, end of period	Medical costs payable, end of period	$	21,167	$	20,939	Medical costs payable, end of period	$	25,131	$	19,200

For the ~~nine~~six months ended ~~September~~June 30, 2021 and June 30, 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~~$16.9 billion and ~~$13.8~~$14.8 billion at ~~September~~June 30, ~~2020~~2021 and December 31, ~~2019,~~2020, respectively.

5. Short-Term Borrowings and Long-Term Debt

In May 2021, the Company issued $7.0 billion of senior unsecured notes consisting of the following:


(in millions, except percentages)	Par Value
0.550% notes due May 2024	$	1,000
1.150% notes due May 2026	1,000
2.300% notes due May 2031	1,500
3.050% notes due May 2041	1,500
3.250% notes due May 2051	2,000

For more information on the Company’s short-term borrowings, debt covenants and long-term debt see Note 8 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial Statements” in the 2020 10-K.

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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, 2020 December 31, 2019
(in millions, except percentages) Par Value Carrying Value Fair Value Par Value Carrying Value Fair Value
Commercial paper $ 0 $ 0 $ 0 $ 400 $ 400 $ 400
2.700% notes due July 2020 0 0 0 1,500 1,499 1,506
Floating rate notes due October 2020 300 300 300 300 300 300
3.875% notes due October 2020 450 450 451 450 450 455
1.950% notes due October 2020 900 900 901 900 899 900
4.700% notes due February 2021 400 403 402 400 403 410
2.125% notes due March 2021 750 749 756 750 749 753
Floating rate notes due June 2021 350 350 351 350 349 350
3.150% notes due June 2021 400 400 408 400 399 407
3.375% notes due November 2021 500 509 513 500 501 512
2.875% notes due December 2021 750 765 774 750 753 765
2.875% notes due March 2022 1,100 1,115 1,133 1,100 1,087 1,121
3.350% notes due July 2022 1,000 998 1,054 1,000 998 1,036
2.375% notes due October 2022 900 897 937 900 896 911
0.000% notes due November 2022 15 13 14 15 13 14
2.750% notes due February 2023 625 646 656 625 624 638
2.875% notes due March 2023 750 793 794 750 770 770
3.500% notes due June 2023 750 748 811 750 747 786
3.500% notes due February 2024 750 746 825 750 746 792
2.375% notes due August 2024 750 747 799 750 747 760
3.750% notes due July 2025 2,000 1,992 2,283 2,000 1,990 2,161
3.700% notes due December 2025 300 298 343 300 298 325
1.250% notes due January 2026 500 496 513 0 0 0
3.100% notes due March 2026 1,000 996 1,118 1,000 996 1,048
3.450% notes due January 2027 750 746 853 750 746 804
3.375% notes due April 2027 625 620 713 625 620 667
2.950% notes due October 2027 950 940 1,060 950 939 988
3.850% notes due June 2028 1,150 1,143 1,357 1,150 1,142 1,269
3.875% notes due December 2028 850 843 1,010 850 843 941
2.875% notes due August 2029 1,000 1,104 1,115 1,000 993 1,029
2.000% notes due May 2030 1,250 1,233 1,310 0 0 0
4.625% notes due July 2035 1,000 992 1,317 1,000 992 1,215
5.800% notes due March 2036 850 839 1,231 850 838 1,129
6.500% notes due June 2037 500 492 778 500 492 712
6.625% notes due November 2037 650 641 1,027 650 641 940
6.875% notes due February 2038 1,100 1,077 1,772 1,100 1,076 1,631
3.500% notes due August 2039 1,250 1,241 1,436 1,250 1,241 1,313
2.750% notes due May 2040 1,000 964 1,057 0 0 0
5.700% notes due October 2040 300 296 438 300 296 396
5.950% notes due February 2041 350 346 525 350 345 475
4.625% notes due November 2041 600 589 787 600 589 716
4.375% notes due March 2042 502 485 639 502 484 580
3.950% notes due October 2042 625 608 760 625 607 688
4.250% notes due March 2043 750 735 949 750 735 856
4.750% notes due July 2045 2,000 1,973 2,730 2,000 1,973 2,463
4.200% notes due January 2047 750 738 950 750 738 861
4.250% notes due April 2047 725 717 923 725 717 839
3.750% notes due October 2047 950 934 1,130 950 934 1,023
4.250% notes due June 2048 1,350 1,330 1,721 1,350 1,330 1,569
4.450% notes due December 2048 1,100 1,086 1,457 1,100 1,086 1,316
3.700% notes due August 2049 1,250 1,235 1,496 1,250 1,235 1,344
2.900% notes due May 2050 1,250 1,208 1,318 0 0 0
3.875% notes due August 2059 1,250 1,228 1,529 1,250 1,228 1,350
3.125% notes due May 2060 1,000 968 1,073 0 0 0
Total short-term borrowings and long-term debt $ 42,917 $ 42,662 $ 50,597 $ 39,817 $ 39,474 $ 44,234

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The Company’s long-term debt obligations also included $1.1 billion and $1.2 billion of other financing obligations, of which $347 million and $322 million were classified as current as of September 30, 2020 and December 31, 2019, respectively.

~~Commercial Paper and Bank Credit Facilities~~

~~Commercial paper consists of short-duration, senior unsecured debt privately placed on a discount basis through broker-dealers.~~

The Company has $4.4 billion five-year, $4.4 billion three-year and $3.8 billion 364-day revolving bank credit facilities with 25 banks, which mature in December 2024, December 2022 and December 2020, 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, 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, annual interest rates would have ranged from 0.8% to 1%.

~~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.

6. Dividends

In June ~~2020,~~2021, the Company’s Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of ~~$5.00~~$5.80 compared to ~~$4.32~~$5.00 per share, which the Company had paid since June ~~2019.~~2020. 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~~2021 dividend payments:

Payment Date Amount per Share Total Amount Paid
(in millions)
March 24 $ 1.08 $ 1,024
June 30 1.25 1,188
September 22 1.25 1,188


Payment Date	Amount per Share		Total Amount Paid
			(in millions)
March 23	$	1.25	$	1,181
June 29	$	1.45	$	1,367

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), 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 $9 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

~~Table of Contents~~

for, among other matters, compliance with coding and other requirements under the Medicare risk-adjustment model. CMS has selected certain of the Company’s local plans for risk adjustment data validation (RADV) audits to validate the coding practices of and supporting documentation maintained by health care providers and such audits may result in retrospective adjustments to payments made to the Company’s health plans.

On February 14, 2017, the Department of Justice (DOJ) 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.

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8. 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”~~Statements” in the ~~2019~~2020 10-K.

The following tables present reportable segment financial information:


				Optum																	Optum
(in millions)	(in millions)	UnitedHealthcare		OptumHealth		OptumInsight		OptumRx		Optum Eliminations		Optum		Corporate and Eliminations		Consolidated		(in millions)	UnitedHealthcare		OptumHealth		OptumInsight		OptumRx		Optum Eliminations		Optum		Corporate and Eliminations		Consolidated
Three Months Ended September 30, 2020
Three Months Ended June 30, 2021																		Three Months Ended June 30, 2021
Revenues - unaffiliated customers:	Revenues - unaffiliated customers:																	Revenues - unaffiliated customers:
Premiums	Premiums	$	48,121	$	2,742	$	0	$	0	$	0	$	2,742	$	0	$	50,863	Premiums	$	52,858	$	3,375	$	0	$	0	$	0	$	3,375	$	0	$	56,233
Products	Products	0		10		34		8,733		0		8,777		0		8,777		Products	0		9		33		8,391		0		8,433		0		8,433
Services	Services	2,075		1,834		974		241		0		3,049		0		5,124		Services	2,440		2,461		930		268		0		3,659		0		6,099
Total revenues - unaffiliated customers	Total revenues - unaffiliated customers	50,196		4,586		1,008		8,974		0		14,568		0		64,764		Total revenues - unaffiliated customers	55,298		5,845		963		8,659		0		15,467		0		70,765
Total revenues - affiliated customers	Total revenues - affiliated customers	0		5,748		1,755		13,102		(424)		20,181		(20,181)		0		Total revenues - affiliated customers	0		7,221		1,921		13,792		(478)		22,456		(22,456)		0
Investment and other income	Investment and other income	177		165		4		5		0		174		0		351		Investment and other income	176		234		73		73		0		380		0		556
Total revenues	Total revenues	$	50,373	$	10,499	$	2,767	$	22,081	$	(424)	$	34,923	$	(20,181)	$	65,115	Total revenues	$	55,474	$	13,300	$	2,957	$	22,524	$	(478)	$	38,303	$	(22,456)	$	71,321
Earnings from operations	Earnings from operations	$	2,068	$	835	$	785	$	963	$	0	$	2,583	$	0	$	4,651	Earnings from operations	$	3,095	$	1,128	$	762	$	993	$	0	$	2,883	$	0	$	5,978
Interest expense	Interest expense	0		0		0		0		0		0		(395)		(395)		Interest expense	0		0		0		0		0		0		(410)		(410)
Earnings before income taxes	Earnings before income taxes	$	2,068	$	835	$	785	$	963	$	0	$	2,583	$	(395)	$	4,256	Earnings before income taxes	$	3,095	$	1,128	$	762	$	993	$	0	$	2,883	$	(410)	$	5,568
Three Months Ended September 30, 2019
Three Months Ended June 30, 2020																		Three Months Ended June 30, 2020
Revenues - unaffiliated customers:	Revenues - unaffiliated customers:																	Revenues - unaffiliated customers:
Premiums	Premiums	$	45,557	$	1,840	$	0	$	0	$	0	$	1,840	$	0	$	47,397	Premiums	$	47,039	$	2,355	$	0	$	0	$	0	$	2,355	$	0	$	49,394
Products	Products	0		6		29		7,511		0		7,546		0		7,546		Products	0		7		27		8,213		0		8,247		0		8,247
Services	Services	2,274		1,487		988		193		0		2,668		0		4,942		Services	1,895		1,225		764		272		0		2,261		0		4,156
Total revenues - unaffiliated customers	Total revenues - unaffiliated customers	47,831		3,333		1,017		7,704		0		12,054		0		59,885		Total revenues - unaffiliated customers	48,934		3,587		791		8,485		0		12,863		0		61,797
Total revenues - affiliated customers	Total revenues - affiliated customers	0		4,630		1,594		10,734		(441)		16,517		(16,517)		0		Total revenues - affiliated customers	0		5,423		1,823		12,865		(447)		19,664		(19,664)		0
Investment and other income	Investment and other income	274		170		6		16		0		192		0		466		Investment and other income	173		129		18		21		0		168		0		341
Total revenues	Total revenues	$	48,105	$	8,133	$	2,617	$	18,454	$	(441)	$	28,763	$	(16,517)	$	60,351	Total revenues	$	49,107	$	9,139	$	2,632	$	21,371	$	(447)	$	32,695	$	(19,664)	$	62,138
Earnings from operations	Earnings from operations	$	2,655	$	748	$	632	$	979	$	0	$	2,359	$	0	$	5,014	Earnings from operations	$	7,007	$	841	$	561	$	832	$	0	$	2,234	$	0	$	9,241
Interest expense	Interest expense	0		0		0		0		0		0		(449)		(449)		Interest expense	0		0		0		0		0		0		(430)		(430)
Earnings before income taxes	Earnings before income taxes	$	2,655	$	748	$	632	$	979	$	0	$	2,359	$	(449)	$	4,565	Earnings before income taxes	$	7,007	$	841	$	561	$	832	$	0	$	2,234	$	(430)	$	8,811

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				Optum																	Optum
(in millions)	(in millions)	UnitedHealthcare		OptumHealth		OptumInsight		OptumRx		Optum Eliminations		Optum		Corporate and Eliminations		Consolidated		(in millions)	UnitedHealthcare		OptumHealth		OptumInsight		OptumRx		Optum Eliminations		Optum		Corporate and Eliminations		Consolidated
Nine Months Ended September 30, 2020
Six Months Ended June 30, 2021																		Six Months Ended June 30, 2021
Revenues - unaffiliated customers:	Revenues - unaffiliated customers:																	Revenues - unaffiliated customers:
Premiums	Premiums	$	143,753	$	7,144	$	0	$	0	$	0	$	7,144	$	0	$	150,897	Premiums	$	105,416	$	6,303	$	0	$	0	$	0	$	6,303	$	0	$	111,719
Products	Products	0		26		90		25,339		0		25,455		0		25,455		Products	0		17		70		16,686		0		16,773		0		16,773
Services	Services	6,248		4,607		2,629		781		0		8,017		0		14,265		Services	4,790		4,797		1,891		539		0		7,227		0		12,017
Total revenues - unaffiliated customers	Total revenues - unaffiliated customers	150,001		11,777		2,719		26,120		0		40,616		0		190,617		Total revenues - unaffiliated customers	110,206		11,117		1,961		17,225		0		30,303		0		140,509
Total revenues - affiliated customers	Total revenues - affiliated customers	0		16,623		5,140		38,843		(1,275)		59,331		(59,331)		0		Total revenues - affiliated customers	0		14,173		3,742		26,796		(953)		43,758		(43,758)		0
Investment and other income	Investment and other income	547		430		34		46		0		510		0		1,057		Investment and other income	382		413		106		107		0		626		0		1,008
Total revenues	Total revenues	$	150,548	$	28,830	$	7,893	$	65,009	$	(1,275)	$	100,457	$	(59,331)	$	191,674	Total revenues	$	110,588	$	25,703	$	5,809	$	44,128	$	(953)	$	74,687	$	(43,758)	$	141,517
Earnings from operations	Earnings from operations	$	11,963	$	2,388	$	1,882	$	2,655	$	0	$	6,925	$	0	$	18,888	Earnings from operations	$	7,203	$	2,090	$	1,541	$	1,883	$	0	$	5,514	$	0	$	12,717
Interest expense	Interest expense	0		0		0		0		0		0		(1,262)		(1,262)		Interest expense	0		0		0		0		0		0		(807)		(807)
Earnings before income taxes	Earnings before income taxes	$	11,963	$	2,388	$	1,882	$	2,655	$	0	$	6,925	$	(1,262)	$	17,626	Earnings before income taxes	$	7,203	$	2,090	$	1,541	$	1,883	$	0	$	5,514	$	(807)	$	11,910
Nine Months Ended September 30, 2019
Six Months Ended June 30, 2020																		Six Months Ended June 30, 2020
Revenues - unaffiliated customers:	Revenues - unaffiliated customers:																	Revenues - unaffiliated customers:
Premiums	Premiums	$	138,088	$	3,986	$	0	$	0	$	0	$	3,986	$	0	$	142,074	Premiums	$	95,632	$	4,402	$	0	$	0	$	0	$	4,402	$	0	$	100,034
Products	Products	0		23		74		23,874		0		23,971		0		23,971		Products	0		16		56		16,606		0		16,678		0		16,678
Services	Services	6,603		4,131		2,532		490		0		7,153		0		13,756		Services	4,173		2,773		1,655		540		0		4,968		0		9,141
Total revenues - unaffiliated customers	Total revenues - unaffiliated customers	144,691		8,140		2,606		24,364		0		35,110		0		179,801		Total revenues - unaffiliated customers	99,805		7,191		1,711		17,146		0		26,048		0		125,853
Total revenues - affiliated customers	Total revenues - affiliated customers	0		13,366		4,522		30,786		(1,181)		47,493		(47,493)		0		Total revenues - affiliated customers	0		10,875		3,385		25,741		(851)		39,150		(39,150)		0
Investment and other income	Investment and other income	904		488		17		44		0		549		0		1,453		Investment and other income	370		265		30		41		0		336		0		706
Total revenues	Total revenues	$	145,595	$	21,994	$	7,145	$	55,194	$	(1,181)	$	83,152	$	(47,493)	$	181,254	Total revenues	$	100,175	$	18,331	$	5,126	$	42,928	$	(851)	$	65,534	$	(39,150)	$	126,559
Earnings from operations	Earnings from operations	$	8,251	$	2,062	$	1,589	$	2,688	$	0	$	6,339	$	0	$	14,590	Earnings from operations	$	9,895	$	1,553	$	1,097	$	1,692	$	0	$	4,342	$	0	$	14,237
Interest expense	Interest expense	0		0		0		0		0		0		(1,267)		(1,267)		Interest expense	0		0		0		0		0		0		(867)		(867)
Earnings before income taxes	Earnings before income taxes	$	8,251	$	2,062	$	1,589	$	2,688	$	0	$	6,339	$	(1,267)	$	13,323	Earnings before income taxes	$	9,895	$	1,553	$	1,097	$	1,692	$	0	$	4,342	$	(867)	$	13,370

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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 ~~2019~~2020 10-K, including the Consolidated Financial Statements and Notes in Part II, Item 8, “Financial ~~Statements and Supplementary Data”~~Statements” 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 ~~2019~~2020 10-K and in the discussion below.

EXECUTIVE OVERVIEW

General

UnitedHealth Group is a diversified health care company ~~dedicated~~with a mission to ~~helping~~help people live healthier lives and ~~helping~~help make the health system work better for everyone. ~~Through our diversified family of~~Our 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, lowering~~vision to improve health care ~~costs~~access, affordability, experiences and ~~creating a better experience~~outcomes for ~~patients, their caregivers~~the individuals and ~~physicians. These core competencies~~organizations we are ~~deployed within~~privileged 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~~“Management��s Discussion and Analysis of Financial Condition and Results of Operations” in our ~~2019~~2020 10-K and additional information on our segments can be found in this Item 2 and in Note 8 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. During the second quarter, the global health system experienced unprecedented levels~~uncertain. Overall care activity approached seasonal baselines, including a mix of temporary deferral of care ~~deferral, which impacted all of our businesses. As the pandemic advanced, access to~~activity and ~~demand for~~COVID-19 related 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.~~costs. The temporary deferral of care ~~may cause~~was more than offset by COVID-19 related care and testing costs, rebate requirements, and general economic impacts, such as impacts of unemployment. In future periods, care patterns tomay moderately exceed normal baselines ~~in future periods~~ as ~~utilization of health system capacity continues~~previously deferred care is obtained and acuity temporarily rises due to ~~increase.~~missed regular 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:

Optum. COVID-19 related care costs continued to impact our OptumHealth risk-based care delivery businesses, which were partially offset by the continued temporary deferral of care. The temporary deferral of care reduced fee-for-service care delivery volume, as well as OptumInsight and OptumRx volume-based business activity, although we expect the impact to continue decreasing as care returns to, and potentially exceeds, normal levels. We believe COVID-19 will continue to influence customer and consumer behavior, both during and after the pandemic, which could impact how and where care is delivered and the manner in which consumers wish to receive their prescription drugs or infusion services. We expect COVID-19 related care costs and other economic impacts to be only partially offset by remaining temporary deferrals of care in the second half of the year as health systems return to seasonally adjusted levels of 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.We In 2021, we have continued expanded benefit coverage in areas such as COVID-19 related care and testing, telemedicine, and ~~pharmacy benefits; provided~~pharmacy; continuing to assist our 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~~members and ~~members~~communities 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 offsetwere negatively impacted by COVID-19 related care and testing, ~~the significant financial assistance we continued to provide our customers~~rebate requirements and other revenue impacts and broader economic ~~impacts.~~impacts, partially offset by the continued deferral of care. Enrollment in our commercial products declined primarily due to employer ~~actions.~~actions in response to the pandemic, while the increase in people served through Medicaid was attributable in part to continuing action by states to ease redetermination requirements due to the COVID-19 public health emergency.

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.~~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 ~~future~~ revenue in businesses ~~that utilize~~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 ~~the progress of an uncertain~~general economic ~~recovery.~~

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~~Optum.~~ The temporary deferral of care also meaningfully impacted the Optum businesses for the nine months ended September 30, 2020. For example, our fee-for-service care delivery business, such 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. Our 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. 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 impact of COVID-19 on our care provider and payer clients could impact the volume and types of services that Optum provides, as well as the pacing of potential new business opportunities. 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.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 impact~~impacts 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 ~~public~~community 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 certain~~as well as the deferral of ~~our customer assistance initiatives~~care have also impacted medical cost trends in the current year and may continue in future years. Future medical cost trends may be impacted by increased consumer demand for care, potentially even higher acuity care, due to the temporary deferral of care since the onset of the pandemic. 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 ~~2019 10-K and “Risk Factors” in Part II, Item 1A of this report.~~2020 10-K.

Medicare Advantage Rates. Final ~~2021~~2022 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 the~~The Health Insurance Tax ~~for 2020, which is primarily borne~~was permanently repealed by ~~customers, is $15.5 billion, with our portion being approximately $3.0 billion.~~Congress, effective January 1, 2021. The ~~return~~permanent 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 ~~third~~second quarter ~~2020~~2021 year-over-year operating comparisons to ~~third~~second quarter ~~2019, which were significantly impacted by the effects of COVID-19 on the health system.~~2020.

•Consolidated revenues grew 8%15%, UnitedHealthcare revenues grew 5%13% and Optum revenues grew ~~21%~~17%.

•UnitedHealthcare served ~~635,000 fewer~~1.1 million more people domestically, ~~primarily due to increased unemployment~~driven by growth in community and ~~expected attrition~~senior programs, partially offset a decrease in people served by our commercial ~~group benefits.~~business.

•Consolidated and UnitedHealthcare earnings from operations decreased ~~7%, including a decrease of 22% at UnitedHealthcare primarily~~ due to lower temporary deferrals of care caused by COVID-19, ~~impacts,~~ partially offset by an increase ~~of 9%~~ at Optum.

•Diluted earnings per common share ~~decreased to $3.30.~~were $4.46.

•Cash flows from operations for the ~~nine~~six months ended ~~September~~June 30, ~~2020~~2021 were ~~$16.1~~$11.5 billion.

•Return on equity was ~~19.7%~~25.2%.

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 June 30,						Increase/(Decrease)					Six Months Ended June 30,						Increase/(Decrease)
		2020			2019			2020 vs. 2019					2020			2019			2020 vs. 2019						2021			2020			2021 vs. 2020					2021			2020			2021 vs. 2020
Revenues:	Revenues:																							Revenues:
Premiums	Premiums	$	50,863		$	47,397		$	3,466		7	%	$	150,897		$	142,074		$	8,823		6	%	Premiums	$	56,233		$	49,394		$	6,839		14	%	$	111,719		$	100,034		$	11,685		12	%
Products	Products	8,777			7,546			1,231			16		25,455			23,971			1,484			6		Products	8,433			8,247			186			2		16,773			16,678			95			1
Services	Services	5,124			4,942			182			4		14,265			13,756			509			4		Services	6,099			4,156			1,943			47		12,017			9,141			2,876			31
Investment and other income	Investment and other income	351			466			(115)			(25)		1,057			1,453			(396)			(27)		Investment and other income	556			341			215			63		1,008			706			302			43
Total revenues	Total revenues	65,115			60,351			4,764			8		191,674			181,254			10,420			6		Total revenues	71,321			62,138			9,183			15		141,517			126,559			14,958			12
Operating costs:	Operating costs:																							Operating costs:
Medical costs	Medical costs	41,636			39,041			2,595			7		117,314			117,164			150			—		Medical costs	46,546			34,678			11,868			34		91,450			75,678			15,772			21
Operating costs	Operating costs	10,174			8,960			1,214			14		30,190			25,892			4,298			17		Operating costs	10,359			10,001			358			4		20,582			20,016			566			3
Cost of products sold	Cost of products sold	7,935			6,627			1,308			20		23,123			21,606			1,517			7		Cost of products sold	7,660			7,501			159			2		15,232			15,188			44			—
Depreciation and amortization	Depreciation and amortization	719			709			10			1		2,159			2,002			157			8		Depreciation and amortization	778			717			61			9		1,536			1,440			96			7
Total operating costs	Total operating costs	60,464			55,337			5,127			9		172,786			166,664			6,122			4		Total operating costs	65,343			52,897			12,446			24		128,800			112,322			16,478			15
Earnings from operations	Earnings from operations	4,651			5,014			(363)			(7)		18,888			14,590			4,298			29		Earnings from operations	5,978			9,241			(3,263)			(35)		12,717			14,237			(1,520)			(11)
Interest expense	Interest expense	(395)			(449)			54			(12)		(1,262)			(1,267)			5			—		Interest expense	(410)			(430)			20			(5)		(807)			(867)			60			(7)
Earnings before income taxes	Earnings before income taxes	4,256			4,565			(309)			(7)		17,626			13,323			4,303			32		Earnings before income taxes	5,568			8,811			(3,243)			(37)		11,910			13,370			(1,460)			(11)
Provision for income taxes	Provision for income taxes	(1,000)			(936)			(64)			7		(4,209)			(2,752)			(1,457)			53		Provision for income taxes	(1,196)			(2,115)			919			(43)		(2,560)			(3,209)			649			(20)
Net earnings	Net earnings	3,256			3,629			(373)			(10)		13,417			10,571			2,846			27		Net earnings	4,372			6,696			(2,324)			(35)		9,350			10,161			(811)			(8)
Earnings attributable to noncontrolling interests	Earnings attributable to noncontrolling interests	(84)			(91)			7			(8)		(226)			(273)			47			(17)		Earnings attributable to noncontrolling interests	(106)			(59)			(47)			80		(222)			(142)			(80)			56
Net earnings attributable to UnitedHealth Group common shareholders	Net 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	$	4,266		$	6,637		$	(2,371)		(36)	%	$	9,128		$	10,019		$	(891)		(9)	%
Diluted earnings per share attributable to UnitedHealth Group common shareholders	Diluted 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	$	4.46		$	6.91		$	(2.45)		(35)	%	$	9.55		$	10.43		$	(0.88)		(8)	%
Medical care ratio (a)	Medical care ratio (a)	81.9		%	82.4		%	(0.5)		%			77.7		%	82.5		%	(4.8)		%			Medical care ratio (a)	82.8		%	70.2		%	12.6		%			81.9		%	75.7		%	6.2		%
Operating cost ratio	Operating cost ratio	15.6			14.8			0.8					15.8			14.3			1.5					Operating cost ratio	14.5			16.1			(1.6)					14.5			15.8			(1.3)
Operating margin	Operating margin	7.1			8.3			(1.2)					9.9			8.0			1.9					Operating margin	8.4			14.9			(6.5)					9.0			11.2			(2.2)
Tax rate	Tax rate	23.5			20.5			3.0					23.9			20.7			3.2					Tax rate	21.5			24.0			(2.5)					21.5			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)	6.0			10.7			(4.7)					6.5			7.9			(1.4)
Return on equity (c)	Return on equity (c)	19.7		%	26.2		%	(6.5)		%			28.9		%	26.0		%	2.9		%			Return on equity (c)	25.2		%	44.0		%	(18.8)		%			27.3		%	33.7		%	(6.4)		%

(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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~~2020~~2021 RESULTS OF OPERATIONS COMPARED TO ~~2019~~2020 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 ~~services~~delivery and ~~care delivery.~~managed services. The increases ~~were~~ partially offset ~~by decreased~~a decrease in individuals served through our commercial ~~and Global benefits businesses and certain customer assistance programs. For~~business 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 the~~continued economic impacts of ~~COVID-19 on the economy.~~COVID-19.

Medical Costs and MCR

Medical costs increased as a result of increased COVID-19 related care costs, lower temporary care deferrals, growth in people served through Medicare Advantage and Medicaid and medical cost trends, ~~and COVID-19 care and testing costs,~~ partially offset by decreased people served in our commercial ~~and Global and modestly lower care patterns. For the nine months ended September 30, 2020, the~~business. The MCR ~~decreased primarily~~increased due to increased COVID-19 related care costs and the ~~temporary~~decreased deferral of care over the year ago quarter and the ~~revenue effects of the return~~permanent repeal of the Health Insurance ~~Tax, partially offset by COVID-19 care and testing~~Tax. For the six months ended June 30, 2021, medical costs and ~~customer assistance measures.~~the MCR were also impacted by increased prior year favorable reserve development.

Operating Cost Ratio

The operating cost ratio ~~increased~~decreased primarily due to the ~~impact of the return~~permanent repeal of the Health Insurance Tax, COVID-19 impacts on revenue and operating costs in the prior year and operating efficiency gains, partially offset by business mix.

Income Tax Rate

Our effective tax rate ~~increased~~decreased primarily due to the ~~impact of the return~~permanent repeal of the nondeductible Health Insurance Tax.

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Reportable Segments

See Note 8 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 June 30,						Increase/(Decrease)					Six Months Ended June 30,						Increase/(Decrease)
(in millions, except percentages)	(in millions, except percentages)	2020			2019			2020 vs. 2019					2020			2019			2020 vs. 2019					(in millions, except percentages)	2021			2020			2021 vs. 2020					2021			2020			2021 vs. 2020
Revenues	Revenues																							Revenues
UnitedHealthcare	UnitedHealthcare	$	50,373		$	48,105		$	2,268		5	%	$	150,548		$	145,595		$	4,953		3	%	UnitedHealthcare	$	55,474		$	49,107		$	6,367		13	%	$	110,588		$	100,175		$	10,413		10	%
OptumHealth	OptumHealth	10,499			8,133			2,366			29		28,830			21,994			6,836			31		OptumHealth	13,300			9,139			4,161			46		25,703			18,331			7,372			40
OptumInsight	OptumInsight	2,767			2,617			150			6		7,893			7,145			748			10		OptumInsight	2,957			2,632			325			12		5,809			5,126			683			13
OptumRx	OptumRx	22,081			18,454			3,627			20		65,009			55,194			9,815			18		OptumRx	22,524			21,371			1,153			5		44,128			42,928			1,200			3
Optum eliminations	Optum eliminations	(424)			(441)			17			(4)		(1,275)			(1,181)			(94)			8		Optum eliminations	(478)			(447)			(31)			7		(953)			(851)			(102)			12
Optum	Optum	34,923			28,763			6,160			21		100,457			83,152			17,305			21		Optum	38,303			32,695			5,608			17		74,687			65,534			9,153			14
Eliminations	Eliminations	(20,181)			(16,517)			(3,664)			22		(59,331)			(47,493)			(11,838)			25		Eliminations	(22,456)			(19,664)			(2,792)			14		(43,758)			(39,150)			(4,608)			12
Consolidated revenues	Consolidated revenues	$	65,115		$	60,351		$	4,764		8	%	$	191,674		$	181,254		$	10,420		6	%	Consolidated revenues	$	71,321		$	62,138		$	9,183		15	%	$	141,517		$	126,559		$	14,958		12	%
Earnings from operations	Earnings from operations																							Earnings from operations
UnitedHealthcare	UnitedHealthcare	$	2,068		$	2,655		$	(587)		(22)	%	$	11,963		$	8,251		$	3,712		45	%	UnitedHealthcare	$	3,095		$	7,007		$	(3,912)		(56)	%	$	7,203		$	9,895		$	(2,692)		(27)	%
OptumHealth	OptumHealth	835			748			87			12		2,388			2,062			326			16		OptumHealth	1,128			841			287			34		2,090			1,553			537			35
OptumInsight	OptumInsight	785			632			153			24		1,882			1,589			293			18		OptumInsight	762			561			201			36		1,541			1,097			444			40
OptumRx	OptumRx	963			979			(16)			(2)		2,655			2,688			(33)			(1)		OptumRx	993			832			161			19		1,883			1,692			191			11
Optum	Optum	2,583			2,359			224			9		6,925			6,339			586			9		Optum	2,883			2,234			649			29		5,514			4,342			1,172			27
Consolidated earnings from operations	Consolidated earnings from operations	$	4,651		$	5,014		$	(363)		(7)	%	$	18,888		$	14,590		$	4,298		29	%	Consolidated earnings from operations	$	5,978		$	9,241		$	(3,263)		(35)	%	$	12,717		$	14,237		$	(1,520)		(11)	%
Operating margin	Operating margin																							Operating margin
UnitedHealthcare	UnitedHealthcare	4.1		%	5.5		%	(1.4)		%			7.9		%	5.7		%	2.2		%			UnitedHealthcare	5.6		%	14.3		%	(8.7)		%			6.5		%	9.9		%	(3.4)		%
OptumHealth	OptumHealth	8.0			9.2			(1.2)					8.3			9.4			(1.1)					OptumHealth	8.5			9.2			(0.7)					8.1			8.5			(0.4)
OptumInsight	OptumInsight	28.4			24.1			4.3					23.8			22.2			1.6					OptumInsight	25.8			21.3			4.5					26.5			21.4			5.1
OptumRx	OptumRx	4.4			5.3			(0.9)					4.1			4.9			(0.8)					OptumRx	4.4			3.9			0.5					4.3			3.9			0.4
Optum	Optum	7.4			8.2			(0.8)					6.9			7.6			(0.7)					Optum	7.5			6.8			0.7					7.4			6.6			0.8
Consolidated operating margin	Consolidated operating margin	7.1		%	8.3		%	(1.2)		%			9.9		%	8.0		%	1.9		%			Consolidated operating margin	8.4		%	14.9		%	(6.5)		%			9.0		%	11.2		%	(2.2)		%

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 June 30,				Increase/(Decrease)				Six Months Ended June 30,				Increase/(Decrease)
(in millions, except percentages)	(in millions, except percentages)	2020		2019		2020 vs. 2019				2020		2019		2020 vs. 2019				(in millions, except percentages)	2021		2020		2021 vs. 2020				2021		2020		2021 vs. 2020
UnitedHealthcare Employer & Individual	UnitedHealthcare Employer & Individual	$	14,081	$	14,291	$	(210)	(1)	%	$	41,324	$	42,407	$	(1,083)	(3)	%	UnitedHealthcare Employer & Individual	$	14,942	$	12,963	$	1,979	15	%	$	29,574	$	27,243	$	2,331	9	%
UnitedHealthcare Medicare & Retirement	UnitedHealthcare Medicare & Retirement	22,606		20,698		1,908		9		68,613		62,649		5,964		10		UnitedHealthcare Medicare & Retirement	25,304		22,855		2,449		11		50,778		46,007		4,771		10
UnitedHealthcare Community & State	UnitedHealthcare Community & State	11,820		10,670		1,150		11		34,796		33,038		1,758		5		UnitedHealthcare Community & State	13,110		11,523		1,587		14		26,083		22,976		3,107		14
UnitedHealthcare Global	UnitedHealthcare Global	1,866		2,446		(580)		(24)		5,815		7,501		(1,686)		(22)		UnitedHealthcare Global	2,118		1,766		352		20		4,153		3,949		204		5
Total UnitedHealthcare revenues	Total UnitedHealthcare revenues	$	50,373	$	48,105	$	2,268	5	%	$	150,548	$	145,595	$	4,953	3	%	Total UnitedHealthcare revenues	$	55,474	$	49,107	$	6,367	13	%	$	110,588	$	100,175	$	10,413	10	%

2019

Table of Contents

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


		September 30,		Increase/(Decrease)				June 30,		Increase/(Decrease)
(in thousands, except percentages)	(in thousands, except percentages)	2020	2019	2020 vs. 2019			(in thousands, except percentages)	2021	2020	2021 vs. 2020
Commercial:	Commercial:						Commercial:
Risk-based	Risk-based	7,950	8,605	(655)	(8)	%	Risk-based	7,840	8,065	(225)	(3)	%
Fee-based	Fee-based	18,400	19,230	(830)	(4)		Fee-based	18,395	18,705	(310)	(2)
Total commercial	Total commercial	26,350	27,835	(1,485)	(5)		Total commercial	26,235	26,770	(535)	(2)
Medicare Advantage	Medicare Advantage	5,670	5,230	440	8		Medicare Advantage	6,385	5,605	780	14
Medicaid	Medicaid	6,435	5,965	470	8		Medicaid	7,130	6,210	920	15
Medicare Supplement (Standardized)	Medicare Supplement (Standardized)	4,450	4,510	(60)	(1)		Medicare Supplement (Standardized)	4,390	4,450	(60)	(1)
Total public and senior		16,555	15,705	850	5
Total community and senior							Total community and senior	17,905	16,265	1,640	10
Total UnitedHealthcare - domestic medical	Total UnitedHealthcare - domestic medical	42,905	43,540	(635)	(1)		Total UnitedHealthcare - domestic medical	44,140	43,035	1,105	3
Global	Global	5,285	5,845	(560)	(10)		Global	5,485	5,365	120	2
Total UnitedHealthcare - medical	Total UnitedHealthcare - medical	48,190	49,385	(1,195)	(2)	%	Total UnitedHealthcare - medical	49,625	48,400	1,225	3	%
Supplemental Data:	Supplemental Data:						Supplemental Data:
Medicare Part D stand-alone	Medicare Part D stand-alone	4,075	4,415	(340)	(8)	%	Medicare Part D stand-alone	3,750	4,120	(370)	(9)	%

~~Fee-based and risk-based commercial~~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 ~~easing~~continuing to ease redetermination requirements due to COVID-19, new state-based awards and growth in people served ~~via~~through 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, the ~~commercial~~permanent repeal of the Health Insurance Tax and ~~Global businesses and foreign currency impacts. For~~the impacts of COVID-19 on risk adjusted business. Earnings from operations for the three months ended ~~September~~June 30, ~~2020,~~2021 decreased primarily due to the lower temporary deferral of care. For the three and six months ended June 30, 2021, earnings from operations decreased due to ~~direct~~ COVID-19 related care costs, reduction in people served through commercial benefits and ~~testing costs, our customer assistance measures as well as broader economic effects,~~the impacts of COVID-19 on risk adjusted business, partially offset by ~~modestly lower care patterns. For~~growth in people served through Medicare Advantage and Medicaid and the ~~nine months ended September 30, 2020,~~repeal of the Health Insurance Tax.

Optum

Total revenues and earnings from operations increased due to growth across the deferral of care caused by COVID-19 on the health system and the factors impacting revenue, partially offset by the return of the Health Insurance Tax, COVID-19 care and testing costs, customer assistance programs and broader economic effects.

Optum

~~Total revenues increased as each segment reported revenue growth. Earnings from operations increased due to growth at OptumHealth and OptumInsight.~~

businesses. The results by segment were as follows:

OptumHealth

Revenue ~~and earnings~~ at OptumHealth increased primarily due to organic growth and acquisitions in ~~risk-based~~ care ~~delivery. For~~delivery and the ~~nine months ended September 30, 2020, reduced care volumes in fee-for-service arrangements as a result~~impact of COVID-19 ~~partially offset the increases~~at our fee-based businesses as consumers resumed elective care. Earnings from operations increased due to organic growth and acquisitions and cost management initiatives. COVID-19 related care costs and temporary care deferrals affected earnings from operations at our risk-based and fee-based businesses in ~~revenues and earnings.~~offsetting manners. OptumHealth served approximately 9899 million people as of ~~September~~June 30, ~~2020~~2021 compared to 9597 million people as of ~~September~~June 30, ~~2019.~~2020.

OptumInsight

Revenue ~~and earnings from operations~~ at OptumInsight increased primarily due to growth in technology and managed services ~~partially offset by decreased~~and increased activity levels in our volume-based services ~~due to the impact~~as a result of ~~COVID-19 on~~care activity normalizing for 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 increased due to higher script volumes, pricing trends and organic growth in pharmacy care services. Revenue for the six months ended June 30, 2021 also increased due to acquisitions. Earnings from operations also increased as a result of continued supply chain management initiatives. OptumRx fulfilled 342 million and 316 million adjusted scripts in the second quarters of 2021 and 2020, respectively. The increase was due to the continued recovery of script volumes from the second quarter of 2020 where volumes were negatively impacted by COVID-19, dispensing of COVID-19 vaccines and organic growth.

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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)			Six Months Ended June 30,				Increase/(Decrease)
(in millions)	(in millions)	2020		2019		2020 vs. 2019		(in millions)	2021		2020		2021 vs. 2020
Sources of cash:	Sources of cash:							Sources of cash:
Cash provided by operating activities	Cash provided by operating activities	$	16,073	$	12,258	$	3,815	Cash provided by operating activities	$	11,545	$	12,946	$	(1,401)
Issuances of short-term borrowings and long-term debt, net of repayments	Issuances of short-term borrowings and long-term debt, net of repayments	2,941		8,192		(5,251)		Issuances of short-term borrowings and long-term debt, net of repayments	4,858		5,215		(357)
Proceeds from common stock issuances	Proceeds from common stock issuances	1,206		740		466		Proceeds from common stock issuances	764		870		(106)
Customer funds administered	Customer funds administered	249		420		(171)		Customer funds administered	2,395		1,263		1,132
Other		—		338		(338)
Sales and maturities of investments, net of purchases								Sales and maturities of investments, net of purchases	—		573		(573)
Total sources of cash	Total sources of cash	20,469		21,948				Total sources of cash	19,562		20,867
Uses of cash:	Uses of cash:							Uses of cash:
Common stock repurchases	Common stock repurchases	(2,541)		(5,101)		2,560		Common stock repurchases	(2,900)		(1,691)		(1,209)
Cash paid for acquisitions, net of cash assumed	Cash paid for acquisitions, net of cash assumed	(4,326)		(8,200)		3,874		Cash paid for acquisitions, net of cash assumed	(4,642)		(3,952)		(690)
Purchases of investments, net of sales and maturities	Purchases of investments, net of sales and maturities	(1,386)		(2,028)		642		Purchases of investments, net of sales and maturities	(2,789)		—		(2,789)
Purchases of property, equipment and capitalized software	Purchases of property, equipment and capitalized software	(1,477)		(1,421)		(56)		Purchases of property, equipment and capitalized software	(1,130)		(920)		(210)
Cash dividends paid	Cash dividends paid	(3,400)		(2,908)		(492)		Cash dividends paid	(2,548)		(2,212)		(336)
Purchases of redeemable noncontrolling interests								Purchases of redeemable noncontrolling interests	(1,338)		—		(1,338)
Other	Other	(614)		(756)		142		Other	(1,310)		(607)		(703)
Total uses of cash	Total uses of cash	(13,744)		(20,414)				Total uses of cash	(16,657)		(9,382)
Effect of exchange rate changes on cash and cash equivalents	Effect of exchange rate changes on cash and cash equivalents	(160)		(37)		(123)		Effect of exchange rate changes on cash and cash equivalents	6		(143)		149
Net increase in cash and cash equivalents	Net increase in cash and cash equivalents	$	6,565	$	1,497	$	5,068	Net increase in cash and cash equivalents	$	2,911	$	11,342	$	(8,431)

~~2020~~2021 Cash Flows Compared to ~~2019~~2020 Cash Flows

~~Increased~~Decreased cash flows provided by operating activities were primarily driven by ~~increased~~decreased net earnings ~~as a result of~~due to the lower temporary deferral of care, ~~experienced at our benefits businesses related to COVID-19, partially offset by~~ the ~~payment~~timing of ~~the Health Insurance Tax~~prior year federal income tax payments and 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 repurchases and~~increased net purchases of investments, purchases of redeemable noncontrolling interests and increased share repurchases, partially offset by ~~decreased issuances of long-term debt.~~increased customer funds administered.

Financial Condition

As of ~~September~~June 30, ~~2020,~~2021, our cash, cash equivalent, available-for-sale debt securities and equity securities balances of ~~$58.0~~$64.7 billion included approximately ~~$17.6~~$19.8 billion of cash and cash equivalents (of which ~~$2.9~~$1.5 billion was available for general corporate use), ~~$38.3~~$42.1 billion of debt securities and ~~$2.1~~$2.8 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 ~~3.6~~3.8 years and a weighted-average credit rating of “Double A” as of ~~September~~June 30, ~~2020.~~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.

~~Table of Contents~~

Capital Resources and Uses of Liquidity

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

~~Commercial Paper~~Cash Requirements. A summary of our cash requirements as of December 31, 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 six months ended June 30, 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 58 of Notes to the ~~Condensed~~ Consolidated Financial Statements included in Part I,II, Item ~~1 of this report.~~8, “Financial Statements” in our 2020 10-K.

Our revolving bank credit facilities contain various covenants, including covenants requiring us to maintain a defined debt to debt-plus-shareholders’ equity ratio of not more than 60%. As of ~~September~~June 30, ~~2020,~~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.~~report and Note 8 of Notes to the Consolidated Financial Statements included in Part II, Item 8, “Financial Statements” in our 2020 10-K.

Credit Ratings. Our credit ratings as of ~~September~~June 30, ~~2020~~2021 were as follows:

Moody’s

S&P Global

Fitch

A.M. Best

Ratings

Outlook

Ratings

Outlook

Ratings

Outlook

Ratings

Outlook

Senior unsecured debt

Stable

A+

Stable

A-

Positive

Commercial paper

P-2

n/a

A-1

n/a

AMB-1

n/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 ~~nine~~six months ended ~~September~~June 30, ~~2020,~~2021, we repurchased 9approximately 8 million shares at an average price of ~~$281.37~~$365.03 per share. As of ~~September~~June 30, ~~2020,~~2021, we had Board authorization to purchase up to 6350 million shares of our common stock.

Dividends. In June ~~2020,~~2021, the Company’s Board of Directors increased the Company’s quarterly cash dividend to shareholders to an annual rate of ~~$5.00~~$5.80 compared to ~~$4.32~~$5.00 per share. For more information on our dividend, see Note 6 of Notes tot o the Condensed Consolidated ~~Financial Statements~~Fi nancial St atements included in Part 1,I, Item 1 of this report.

Pending Acquisitions. The Company has entered into agreements to purchase companies in the health care sector, most notably Change Healthcare (NASDAQ: CHNG), 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 $9 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”~~Statements” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 in our ~~2019~~2020 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 Notes~~There are no recently issued accounting standards that are expected to ~~the~~have a material impact on our Condensed Consolidated Financial ~~Statements~~ ~~in Part I, Item 1 of this report for a discussion of new accounting pronouncements that affect us.~~

~~Table of Contents~~

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 ~~2019~~2020 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 ~~2019~~2020 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 match~~matching a portion of our floating-rate assets and liabilities, ~~over time,~~ either directly or through the use of interest rate swap contracts. Unrealized gains and losses on investments in available-for-sale debt securities are reported in comprehensive income.

The following table summarizes the impact of hypothetical changes in market interest rates across the entire yield curve by 1% point or 2% points as of ~~September~~June 30, ~~2020~~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, 2020									June 30, 2021
Increase (Decrease) in Market Interest Rate	Increase (Decrease) in Market Interest Rate	Investment Income Per Annum (a)		Interest Expense Per Annum (a)		Fair Value of Financial Assets (b)		Fair Value of Financial Liabilities		Increase (Decrease) in Market Interest Rate	Investment Income Per Annum (a)		Interest Expense Per Annum (a)		Fair Value of Financial Assets (b)		Fair Value of Financial Liabilities
2 %	2 %	$	412	$	176	$	(2,847)	$	(8,464)	2 %	$	472	$	204	$	(3,200)	$	(8,864)
1	1	206		88		(1,412)		(4,609)		1	236		102		(1,615)		(4,831)
(1)	(1)	(62)		(13)		636		4,792		(1)	(88)		(10)		1,222		5,640
(2)	(2)	(62)		(13)		675		6,424		(2)	(88)		(10)		1,555		11,426

~~(a)~~Note: Given the low absolute level of short-term market rates on our floating-rate assets and liabilities as of ~~September~~June 30, ~~2020,~~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~~June 30, ~~2020,~~2021 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~~June 30, ~~2020.~~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~~June 30, ~~2020.~~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~~June 30, ~~2020~~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 7 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 ~~2019~~2020 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 ~~2019~~2020 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 ~~third~~second quarter ~~2020,~~2021, we repurchased approximately 3 million shares at an average price of ~~$303.76~~$394.60 per share. As of ~~September~~June 30, ~~2020,~~2021, we had Board authorization to purchase up to 6350 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.


3.1						Certificate of Incorporation of UnitedHealth Group Incorporated (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form 8-A/A filed on July 1, 2015)
3.2						Amended and Restated Bylaws of UnitedHealth Group Incorporated, effective ~~August 15, 2017~~February 23, 2021 (incorporated by reference to Exhibit ~~3.1~~3.2 to ~~the Company’s~~UnitedHealth Group Incorporated’s Current Report on Form 8-K filed on ~~August 16, 2017)~~February 26, 2021)
4.1						Senior Indenture, dated as of November 15, 1998, between United HealthCare Corporation and The Bank of New York (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-3/A, SEC File Number 333-66013, filed on January 11, 1999)
4.2						Amendment, dated as of November 6, 2000, to Senior Indenture, dated as of November 15, 1998, between UnitedHealth Group Incorporated and The Bank of New York (incorporated by reference to Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2001)
4.3						Instrument of Resignation, Appointment and Acceptance of Trustee, dated January 8, 2007, pursuant to the Senior Indenture, dated as of November 15, 1998, amended November 6, 2000, among UnitedHealth Group Incorporated, The Bank of New York and Wilmington Trust Company (incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007)
4.4						Indenture, dated as of February 4, 2008, between UnitedHealth Group Incorporated and U.S. Bank National Association (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-3, SEC File Number 333-149031, filed on February 4, 2008)
31.1						Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1						Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH						Inline XBRL Taxonomy Extension Schema Document.
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104						Cover Page Interactive Data File (formatted as Inline XBRL and embedded within Exhibit 101).

________________


*						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/ DA~~AVID~~NDREW S.P. W~~ICHMANN~~ITTY

Chief Executive Officer
(principal executive officer)

Dated:

~~November 2, 2020~~August 3, 2021

~~David S. Wichmann~~Andrew P. Witty

/s/ JOHN F. REX

Executive Vice President and
Chief Financial Officer
(principal financial officer)

Dated:

~~November 2, 2020~~August 3, 2021

John F. Rex

/s/ THOMAS E. ROOS

Senior Vice President and
Chief Accounting Officer
(principal accounting officer)

Dated:

~~November 2, 2020~~August 3, 2021

Thomas E. Roos

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