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[X]
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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[ ]
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
|
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41-1321939
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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UnitedHealth Group Center
9900 Bren Road East
Minnetonka, Minnesota
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55343
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
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[X]
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Accelerated filer
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[ ]
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Non-accelerated filer
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[ ]
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Smaller reporting company
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[ ]
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Page
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(in millions, except per share data)
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|
June 30,
2016 |
|
December 31,
2015 |
||||
Assets
|
|
|
|
|
||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
8,217
|
|
|
$
|
10,923
|
|
Short-term investments
|
|
2,757
|
|
|
1,988
|
|
||
Accounts receivable, net
|
|
9,346
|
|
|
6,523
|
|
||
Other current receivables, net
|
|
7,355
|
|
|
6,801
|
|
||
Assets under management
|
|
2,855
|
|
|
2,998
|
|
||
Prepaid expenses and other current assets
|
|
2,768
|
|
|
2,406
|
|
||
Total current assets
|
|
33,298
|
|
|
31,639
|
|
||
Long-term investments
|
|
22,211
|
|
|
18,792
|
|
||
Property, equipment and capitalized software, net
|
|
5,189
|
|
|
4,861
|
|
||
Goodwill
|
|
46,881
|
|
|
44,453
|
|
||
Other intangible assets, net
|
|
8,878
|
|
|
8,391
|
|
||
Other assets
|
|
3,146
|
|
|
3,118
|
|
||
Total assets
|
|
$
|
119,603
|
|
|
$
|
111,254
|
|
Liabilities, redeemable noncontrolling interests and equity
|
|
|
|
|
||||
Current liabilities:
|
|
|
|
|
||||
Medical costs payable
|
|
$
|
16,632
|
|
|
$
|
14,330
|
|
Accounts payable and accrued liabilities
|
|
14,366
|
|
|
11,994
|
|
||
Other policy liabilities
|
|
8,447
|
|
|
7,798
|
|
||
Commercial paper and current maturities of long-term debt
|
|
6,364
|
|
|
6,634
|
|
||
Unearned revenues
|
|
1,567
|
|
|
2,142
|
|
||
Total current liabilities
|
|
47,376
|
|
|
42,898
|
|
||
Long-term debt, less current maturities
|
|
26,834
|
|
|
25,331
|
|
||
Future policy benefits
|
|
2,507
|
|
|
2,496
|
|
||
Deferred income taxes
|
|
2,857
|
|
|
3,587
|
|
||
Other liabilities
|
|
1,998
|
|
|
1,481
|
|
||
Total liabilities
|
|
81,572
|
|
|
75,793
|
|
||
Commitments and contingencies (Note 9)
|
|
|
|
|
|
|
||
Redeemable noncontrolling interests
|
|
1,744
|
|
|
1,736
|
|
||
Equity:
|
|
|
|
|
||||
Preferred stock, $0.001 par value - 10 shares authorized; no shares issued or outstanding
|
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value - 3,000 shares authorized; 951 and 953 issued and outstanding
|
|
10
|
|
|
10
|
|
||
Additional paid-in capital
|
|
—
|
|
|
29
|
|
||
Retained earnings
|
|
38,579
|
|
|
37,125
|
|
||
Accumulated other comprehensive loss
|
|
(2,203
|
)
|
|
(3,334
|
)
|
||
Nonredeemable noncontrolling interest
|
|
(99
|
)
|
|
(105
|
)
|
||
Total equity
|
|
36,287
|
|
|
33,725
|
|
||
Total liabilities, redeemable noncontrolling interests and equity
|
|
$
|
119,603
|
|
|
$
|
111,254
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
(in millions, except per share data)
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
|
||||||||
Premiums
|
|
$
|
36,413
|
|
|
$
|
31,961
|
|
|
$
|
71,224
|
|
|
$
|
63,635
|
|
Products
|
|
6,610
|
|
|
1,223
|
|
|
13,003
|
|
|
2,453
|
|
||||
Services
|
|
3,269
|
|
|
2,865
|
|
|
6,409
|
|
|
5,571
|
|
||||
Investment and other income
|
|
193
|
|
|
214
|
|
|
376
|
|
|
360
|
|
||||
Total revenues
|
|
46,485
|
|
|
36,263
|
|
|
91,012
|
|
|
72,019
|
|
||||
Operating costs:
|
|
|
|
|
|
|
|
|
||||||||
Medical costs
|
|
29,872
|
|
|
26,127
|
|
|
58,302
|
|
|
51,917
|
|
||||
Operating costs
|
|
6,793
|
|
|
5,738
|
|
|
13,551
|
|
|
11,572
|
|
||||
Cost of products sold
|
|
6,106
|
|
|
1,124
|
|
|
11,983
|
|
|
2,238
|
|
||||
Depreciation and amortization
|
|
511
|
|
|
379
|
|
|
1,013
|
|
|
757
|
|
||||
Total operating costs
|
|
43,282
|
|
|
33,368
|
|
|
84,849
|
|
|
66,484
|
|
||||
Earnings from operations
|
|
3,203
|
|
|
2,895
|
|
|
6,163
|
|
|
5,535
|
|
||||
Interest expense
|
|
(271
|
)
|
|
(151
|
)
|
|
(530
|
)
|
|
(301
|
)
|
||||
Earnings before income taxes
|
|
2,932
|
|
|
2,744
|
|
|
5,633
|
|
|
5,234
|
|
||||
Provision for income taxes
|
|
(1,172
|
)
|
|
(1,159
|
)
|
|
(2,246
|
)
|
|
(2,236
|
)
|
||||
Net earnings
|
|
1,760
|
|
|
1,585
|
|
|
3,387
|
|
|
2,998
|
|
||||
Earnings attributable to noncontrolling interests
|
|
(6
|
)
|
|
—
|
|
|
(22
|
)
|
|
—
|
|
||||
Net earnings attributable to UnitedHealth Group common shareholders
|
|
$
|
1,754
|
|
|
$
|
1,585
|
|
|
$
|
3,365
|
|
|
$
|
2,998
|
|
Earnings per share attributable to UnitedHealth Group common shareholders:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
$
|
1.84
|
|
|
$
|
1.66
|
|
|
$
|
3.53
|
|
|
$
|
3.15
|
|
Diluted
|
|
$
|
1.81
|
|
|
$
|
1.64
|
|
|
$
|
3.48
|
|
|
$
|
3.10
|
|
Basic weighted-average number of common shares outstanding
|
|
951
|
|
|
952
|
|
|
952
|
|
|
953
|
|
||||
Dilutive effect of common share equivalents
|
|
16
|
|
|
14
|
|
|
15
|
|
|
14
|
|
||||
Diluted weighted-average number of common shares outstanding
|
|
967
|
|
|
966
|
|
|
967
|
|
|
967
|
|
||||
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents
|
|
1
|
|
|
8
|
|
|
4
|
|
|
8
|
|
||||
Cash dividends declared per common share
|
|
$
|
0.625
|
|
|
$
|
0.500
|
|
|
$
|
1.125
|
|
|
$
|
0.875
|
|
|
||||||||||||||||
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
(in millions)
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Net earnings
|
|
$
|
1,760
|
|
|
$
|
1,585
|
|
|
$
|
3,387
|
|
|
$
|
2,998
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
||||||||
Gross unrealized gains (losses) on investment securities during the period
|
|
234
|
|
|
(222
|
)
|
|
494
|
|
|
(117
|
)
|
||||
Income tax effect
|
|
(84
|
)
|
|
80
|
|
|
(180
|
)
|
|
43
|
|
||||
Total unrealized gains (losses), net of tax
|
|
150
|
|
|
(142
|
)
|
|
314
|
|
|
(74
|
)
|
||||
Gross reclassification adjustment for net realized gains included in net earnings
|
|
(36
|
)
|
|
(68
|
)
|
|
(71
|
)
|
|
(71
|
)
|
||||
Income tax effect
|
|
13
|
|
|
25
|
|
|
26
|
|
|
26
|
|
||||
Total reclassification adjustment, net of tax
|
|
(23
|
)
|
|
(43
|
)
|
|
(45
|
)
|
|
(45
|
)
|
||||
Total foreign currency translation gains (losses)
|
|
474
|
|
|
163
|
|
|
862
|
|
|
(796
|
)
|
||||
Other comprehensive income (loss)
|
|
601
|
|
|
(22
|
)
|
|
1,131
|
|
|
(915
|
)
|
||||
Comprehensive income
|
|
2,361
|
|
|
1,563
|
|
|
4,518
|
|
|
2,083
|
|
||||
Comprehensive income attributable to noncontrolling interests
|
|
(6
|
)
|
|
—
|
|
|
(22
|
)
|
|
—
|
|
||||
Comprehensive income attributable to UnitedHealth Group common shareholders
|
|
$
|
2,355
|
|
|
$
|
1,563
|
|
|
$
|
4,496
|
|
|
$
|
2,083
|
|
|
|
Common Stock
|
|
Additional Paid-In Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Nonredeemable Noncontrolling Interest
|
|
Total
Equity
|
|||||||||||||||||||
(in millions)
|
|
Shares
|
|
Amount
|
|
|
|
Net Unrealized Gains (Losses) on Investments
|
|
Foreign Currency Translation (Losses) Gains
|
|
|
|||||||||||||||||||
Balance at January 1, 2016
|
|
953
|
|
|
$
|
10
|
|
|
$
|
29
|
|
|
$
|
37,125
|
|
|
$
|
56
|
|
|
$
|
(3,390
|
)
|
|
$
|
(105
|
)
|
|
$
|
33,725
|
|
Adjustment to adopt
ASU 2016-09 |
|
|
|
|
|
|
|
28
|
|
|
|
|
|
|
|
|
28
|
|
|||||||||||||
Net earnings
|
|
|
|
|
|
|
|
3,365
|
|
|
|
|
|
|
22
|
|
|
3,387
|
|
||||||||||||
Other comprehensive income
|
|
|
|
|
|
|
|
|
|
269
|
|
|
862
|
|
|
|
|
1,131
|
|
||||||||||||
Issuances of common stock,
and related tax effects
|
|
6
|
|
|
—
|
|
|
76
|
|
|
|
|
|
|
|
|
|
|
76
|
|
|||||||||||
Share-based compensation
|
|
|
|
|
|
249
|
|
|
|
|
|
|
|
|
|
|
249
|
|
|||||||||||||
Common share repurchases
|
|
(8
|
)
|
|
—
|
|
|
(112
|
)
|
|
(868
|
)
|
|
|
|
|
|
|
|
(980
|
)
|
||||||||||
Cash dividends paid on common shares
|
|
|
|
|
|
|
|
(1,071
|
)
|
|
|
|
|
|
|
|
(1,071
|
)
|
|||||||||||||
Acquisition of redeemable noncontrolling interest shares
|
|
|
|
|
|
(139
|
)
|
|
|
|
|
|
|
|
|
|
(139
|
)
|
|||||||||||||
Redeemable noncontrolling interests fair value and other adjustments
|
|
|
|
|
|
(103
|
)
|
|
|
|
|
|
|
|
|
|
(103
|
)
|
|||||||||||||
Distribution to nonredeemable noncontrolling interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(16
|
)
|
|
(16
|
)
|
|||||||||||||
Balance at June 30, 2016
|
|
951
|
|
|
$
|
10
|
|
|
$
|
—
|
|
|
$
|
38,579
|
|
|
$
|
325
|
|
|
$
|
(2,528
|
)
|
|
$
|
(99
|
)
|
|
$
|
36,287
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Balance at January 1, 2015
|
|
954
|
|
|
$
|
10
|
|
|
$
|
—
|
|
|
$
|
33,836
|
|
|
$
|
223
|
|
|
$
|
(1,615
|
)
|
|
$
|
—
|
|
|
$
|
32,454
|
|
Net earnings
|
|
|
|
|
|
|
|
2,998
|
|
|
|
|
|
|
|
|
2,998
|
|
|||||||||||||
Other comprehensive loss
|
|
|
|
|
|
|
|
|
|
(119
|
)
|
|
(796
|
)
|
|
|
|
(915
|
)
|
||||||||||||
Issuances of common stock,
and related tax effects
|
|
7
|
|
|
—
|
|
|
23
|
|
|
|
|
|
|
|
|
|
|
23
|
|
|||||||||||
Share-based compensation,
and related tax benefits
|
|
|
|
|
|
319
|
|
|
|
|
|
|
|
|
|
|
319
|
|
|||||||||||||
Common share repurchases
|
|
(9
|
)
|
|
—
|
|
|
(214
|
)
|
|
(739
|
)
|
|
|
|
|
|
|
|
(953
|
)
|
||||||||||
Cash dividends paid on common shares
|
|
|
|
|
|
|
|
(833
|
)
|
|
|
|
|
|
|
|
(833
|
)
|
|||||||||||||
Redeemable noncontrolling interests fair value and other adjustments
|
|
|
|
|
|
(73
|
)
|
|
|
|
|
|
|
|
|
|
(73
|
)
|
|||||||||||||
Balance at June 30, 2015
|
|
952
|
|
|
$
|
10
|
|
|
$
|
55
|
|
|
$
|
35,262
|
|
|
$
|
104
|
|
|
$
|
(2,411
|
)
|
|
$
|
—
|
|
|
$
|
33,020
|
|
|
|
Six Months Ended June 30,
|
||||||
(in millions)
|
|
2016
|
|
2015
|
||||
Operating activities
|
|
|
|
|
||||
Net earnings
|
|
$
|
3,387
|
|
|
$
|
2,998
|
|
Noncash items:
|
|
|
|
|
||||
Depreciation and amortization
|
|
1,013
|
|
|
757
|
|
||
Deferred income taxes
|
|
(141
|
)
|
|
(30
|
)
|
||
Share-based compensation
|
|
262
|
|
|
211
|
|
||
Other, net
|
|
(20
|
)
|
|
(160
|
)
|
||
Net change in other operating items, net of effects from acquisitions and changes in AARP balances:
|
|
|
|
|
||||
Accounts receivable
|
|
(2,638
|
)
|
|
(1,725
|
)
|
||
Other assets
|
|
(2,052
|
)
|
|
(2,178
|
)
|
||
Medical costs payable
|
|
2,099
|
|
|
1,988
|
|
||
Accounts payable and other liabilities
|
|
2,403
|
|
|
1,809
|
|
||
Other policy liabilities
|
|
283
|
|
|
208
|
|
||
Unearned revenues
|
|
(595
|
)
|
|
(446
|
)
|
||
Cash flows from operating activities
|
|
4,001
|
|
|
3,432
|
|
||
Investing activities
|
|
|
|
|
||||
Purchases of investments
|
|
(8,975
|
)
|
|
(4,286
|
)
|
||
Sales of investments
|
|
3,421
|
|
|
2,260
|
|
||
Maturities of investments
|
|
1,973
|
|
|
1,622
|
|
||
Cash paid for acquisitions, net of cash assumed
|
|
(2,035
|
)
|
|
(1,778
|
)
|
||
Purchases of property, equipment and capitalized software
|
|
(813
|
)
|
|
(716
|
)
|
||
Other, net
|
|
16
|
|
|
48
|
|
||
Cash flows used for investing activities
|
|
(6,413
|
)
|
|
(2,850
|
)
|
||
Financing activities
|
|
|
|
|
||||
Common share repurchases
|
|
(980
|
)
|
|
(953
|
)
|
||
Acquisition of redeemable noncontrolling interest shares
|
|
(257
|
)
|
|
—
|
|
||
Cash dividends paid
|
|
(1,071
|
)
|
|
(833
|
)
|
||
Proceeds from common stock issuances
|
|
254
|
|
|
242
|
|
||
Proceeds from issuance of long-term debt
|
|
2,485
|
|
|
—
|
|
||
Repayments of long-term debt
|
|
(1,601
|
)
|
|
(416
|
)
|
||
Proceeds from commercial paper, net
|
|
124
|
|
|
1,086
|
|
||
Customer funds administered
|
|
1,039
|
|
|
941
|
|
||
Other, net
|
|
(352
|
)
|
|
(188
|
)
|
||
Cash flows used for financing activities
|
|
(359
|
)
|
|
(121
|
)
|
||
Effect of exchange rate changes on cash and cash equivalents
|
|
65
|
|
|
(69
|
)
|
||
(Decrease) increase in cash and cash equivalents
|
|
(2,706
|
)
|
|
392
|
|
||
Cash and cash equivalents, beginning of period
|
|
10,923
|
|
|
7,495
|
|
||
Cash and cash equivalents, end of period
|
|
$
|
8,217
|
|
|
$
|
7,887
|
|
(in millions)
|
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair
Value
|
||||||||
June 30, 2016
|
|
|
|
|
|
|
|
|
||||||||
Debt securities - available-for-sale:
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency obligations
|
|
$
|
2,401
|
|
|
$
|
24
|
|
|
$
|
—
|
|
|
$
|
2,425
|
|
State and municipal obligations
|
|
6,749
|
|
|
260
|
|
|
(1
|
)
|
|
7,008
|
|
||||
Corporate obligations
|
|
9,479
|
|
|
170
|
|
|
(11
|
)
|
|
9,638
|
|
||||
U.S. agency mortgage-backed securities
|
|
2,580
|
|
|
44
|
|
|
(1
|
)
|
|
2,623
|
|
||||
Non-U.S. agency mortgage-backed securities
|
|
930
|
|
|
27
|
|
|
(3
|
)
|
|
954
|
|
||||
Total debt securities - available-for-sale
|
|
22,139
|
|
|
525
|
|
|
(16
|
)
|
|
22,648
|
|
||||
Equity securities - available-for-sale
|
|
1,804
|
|
|
52
|
|
|
(45
|
)
|
|
1,811
|
|
||||
Debt securities - held-to-maturity:
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency obligations
|
|
175
|
|
|
3
|
|
|
—
|
|
|
178
|
|
||||
State and municipal obligations
|
|
7
|
|
|
—
|
|
|
—
|
|
|
7
|
|
||||
Corporate obligations
|
|
327
|
|
|
—
|
|
|
—
|
|
|
327
|
|
||||
Total debt securities - held-to-maturity
|
|
509
|
|
|
3
|
|
|
—
|
|
|
512
|
|
||||
Total investments
|
|
$
|
24,452
|
|
|
$
|
580
|
|
|
$
|
(61
|
)
|
|
$
|
24,971
|
|
December 31, 2015
|
|
|
|
|
|
|
|
|
||||||||
Debt securities - available-for-sale:
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency obligations
|
|
$
|
1,982
|
|
|
$
|
1
|
|
|
$
|
(6
|
)
|
|
$
|
1,977
|
|
State and municipal obligations
|
|
6,022
|
|
|
149
|
|
|
(3
|
)
|
|
6,168
|
|
||||
Corporate obligations
|
|
7,446
|
|
|
41
|
|
|
(81
|
)
|
|
7,406
|
|
||||
U.S. agency mortgage-backed securities
|
|
2,127
|
|
|
13
|
|
|
(16
|
)
|
|
2,124
|
|
||||
Non-U.S. agency mortgage-backed securities
|
|
962
|
|
|
5
|
|
|
(11
|
)
|
|
956
|
|
||||
Total debt securities - available-for-sale
|
|
18,539
|
|
|
209
|
|
|
(117
|
)
|
|
18,631
|
|
||||
Equity securities - available-for-sale
|
|
1,638
|
|
|
58
|
|
|
(57
|
)
|
|
1,639
|
|
||||
Debt securities - held-to-maturity:
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency obligations
|
|
163
|
|
|
1
|
|
|
—
|
|
|
164
|
|
||||
State and municipal obligations
|
|
8
|
|
|
—
|
|
|
—
|
|
|
8
|
|
||||
Corporate obligations
|
|
339
|
|
|
—
|
|
|
—
|
|
|
339
|
|
||||
Total debt securities - held-to-maturity
|
|
510
|
|
|
1
|
|
|
—
|
|
|
511
|
|
||||
Total investments
|
|
$
|
20,687
|
|
|
$
|
268
|
|
|
$
|
(174
|
)
|
|
$
|
20,781
|
|
|
|
Available-for-Sale
|
|
Held-to-Maturity
|
||||||||||||
(in millions)
|
|
Amortized
Cost
|
|
Fair
Value
|
|
Amortized
Cost |
|
Fair
Value |
||||||||
Due in one year or less
|
|
$
|
2,872
|
|
|
$
|
2,877
|
|
|
$
|
139
|
|
|
$
|
139
|
|
Due after one year through five years
|
|
8,341
|
|
|
8,461
|
|
|
175
|
|
|
177
|
|
||||
Due after five years through ten years
|
|
5,234
|
|
|
5,438
|
|
|
107
|
|
|
107
|
|
||||
Due after ten years
|
|
2,182
|
|
|
2,295
|
|
|
88
|
|
|
89
|
|
||||
U.S. agency mortgage-backed securities
|
|
2,580
|
|
|
2,623
|
|
|
—
|
|
|
—
|
|
||||
Non-U.S. agency mortgage-backed securities
|
|
930
|
|
|
954
|
|
|
—
|
|
|
—
|
|
||||
Total debt securities
|
|
$
|
22,139
|
|
|
$
|
22,648
|
|
|
$
|
509
|
|
|
$
|
512
|
|
|
|
Less Than 12 Months
|
|
12 Months or Greater
|
|
Total
|
||||||||||||||||||
(in millions)
|
|
Fair
Value
|
|
Gross
Unrealized
Losses
|
|
Fair
Value
|
|
Gross
Unrealized Losses |
|
Fair
Value
|
|
Gross
Unrealized Losses |
||||||||||||
June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Debt securities - available-for-sale:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
State and municipal obligations
|
|
$
|
173
|
|
|
$
|
(1
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
173
|
|
|
$
|
(1
|
)
|
Corporate obligations
|
|
1,034
|
|
|
(4
|
)
|
|
481
|
|
|
(7
|
)
|
|
1,515
|
|
|
(11
|
)
|
||||||
U.S. agency mortgage-backed securities
|
|
—
|
|
|
—
|
|
|
114
|
|
|
(1
|
)
|
|
114
|
|
|
(1
|
)
|
||||||
Non-U.S. agency mortgage-backed securities
|
|
—
|
|
|
—
|
|
|
129
|
|
|
(3
|
)
|
|
129
|
|
|
(3
|
)
|
||||||
Total debt securities - available-for-sale
|
|
$
|
1,207
|
|
|
$
|
(5
|
)
|
|
$
|
724
|
|
|
$
|
(11
|
)
|
|
$
|
1,931
|
|
|
$
|
(16
|
)
|
Equity securities - available-for-sale
|
|
$
|
62
|
|
|
$
|
(4
|
)
|
|
$
|
105
|
|
|
$
|
(41
|
)
|
|
$
|
167
|
|
|
$
|
(45
|
)
|
December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Debt securities - available-for-sale:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. government and agency obligations
|
|
$
|
1,473
|
|
|
$
|
(6
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,473
|
|
|
$
|
(6
|
)
|
State and municipal obligations
|
|
650
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
650
|
|
|
(3
|
)
|
||||||
Corporate obligations
|
|
4,629
|
|
|
(63
|
)
|
|
339
|
|
|
(18
|
)
|
|
4,968
|
|
|
(81
|
)
|
||||||
U.S. agency mortgage-backed securities
|
|
1,304
|
|
|
(12
|
)
|
|
116
|
|
|
(4
|
)
|
|
1,420
|
|
|
(16
|
)
|
||||||
Non-U.S. agency mortgage-backed securities
|
|
593
|
|
|
(7
|
)
|
|
127
|
|
|
(4
|
)
|
|
720
|
|
|
(11
|
)
|
||||||
Total debt securities - available-for-sale
|
|
$
|
8,649
|
|
|
$
|
(91
|
)
|
|
$
|
582
|
|
|
$
|
(26
|
)
|
|
$
|
9,231
|
|
|
$
|
(117
|
)
|
Equity securities - available-for-sale
|
|
$
|
112
|
|
|
$
|
(11
|
)
|
|
$
|
89
|
|
|
$
|
(46
|
)
|
|
$
|
201
|
|
|
$
|
(57
|
)
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
(in millions)
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Total other than temporary impairments recognized in earnings
|
|
$
|
(1
|
)
|
|
$
|
(3
|
)
|
|
$
|
(22
|
)
|
|
$
|
(4
|
)
|
Gross realized losses from sales
|
|
(4
|
)
|
|
(5
|
)
|
|
(35
|
)
|
|
(11
|
)
|
||||
Gross realized gains from sales
|
|
41
|
|
|
76
|
|
|
128
|
|
|
86
|
|
||||
Net realized gains (included in investment and other income on the Condensed Consolidated Statements of Operations)
|
|
36
|
|
|
68
|
|
|
71
|
|
|
71
|
|
||||
Income tax effect (included in provision for income taxes on the Condensed Consolidated Statements of Operations)
|
|
(13
|
)
|
|
(25
|
)
|
|
(26
|
)
|
|
(26
|
)
|
||||
Realized gains, net of taxes
|
|
$
|
23
|
|
|
$
|
43
|
|
|
$
|
45
|
|
|
$
|
45
|
|
(in millions)
|
|
Quoted Prices
in Active
Markets
(Level 1)
|
|
Other
Observable
Inputs
(Level 2)
|
|
Unobservable
Inputs
(Level 3)
|
|
Total
Fair and Carrying
Value
|
||||||||
June 30, 2016
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
|
$
|
8,188
|
|
|
$
|
29
|
|
|
$
|
—
|
|
|
$
|
8,217
|
|
Debt securities - available-for-sale:
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency obligations
|
|
2,219
|
|
|
206
|
|
|
—
|
|
|
2,425
|
|
||||
State and municipal obligations
|
|
—
|
|
|
7,008
|
|
|
—
|
|
|
7,008
|
|
||||
Corporate obligations
|
|
—
|
|
|
9,537
|
|
|
101
|
|
|
9,638
|
|
||||
U.S. agency mortgage-backed securities
|
|
—
|
|
|
2,623
|
|
|
—
|
|
|
2,623
|
|
||||
Non-U.S. agency mortgage-backed securities
|
|
—
|
|
|
954
|
|
|
—
|
|
|
954
|
|
||||
Total debt securities - available-for-sale
|
|
2,219
|
|
|
20,328
|
|
|
101
|
|
|
22,648
|
|
||||
Equity securities - available-for-sale
|
|
1,410
|
|
|
13
|
|
|
388
|
|
|
1,811
|
|
||||
Interest rate swap assets
|
|
—
|
|
|
299
|
|
|
—
|
|
|
299
|
|
||||
Total assets at fair value
|
|
$
|
11,817
|
|
|
$
|
20,669
|
|
|
$
|
489
|
|
|
$
|
32,975
|
|
Percentage of total assets at fair value
|
|
36
|
%
|
|
63
|
%
|
|
1
|
%
|
|
100
|
%
|
||||
December 31, 2015
|
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
|
$
|
10,906
|
|
|
$
|
17
|
|
|
$
|
—
|
|
|
$
|
10,923
|
|
Debt securities - available-for-sale:
|
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency obligations
|
|
1,779
|
|
|
198
|
|
|
—
|
|
|
1,977
|
|
||||
State and municipal obligations
|
|
—
|
|
|
6,168
|
|
|
—
|
|
|
6,168
|
|
||||
Corporate obligations
|
|
5
|
|
|
7,308
|
|
|
93
|
|
|
7,406
|
|
||||
U.S. agency mortgage-backed securities
|
|
—
|
|
|
2,124
|
|
|
—
|
|
|
2,124
|
|
||||
Non-U.S. agency mortgage-backed securities
|
|
—
|
|
|
951
|
|
|
5
|
|
|
956
|
|
||||
Total debt securities - available-for-sale
|
|
1,784
|
|
|
16,749
|
|
|
98
|
|
|
18,631
|
|
||||
Equity securities - available-for-sale
|
|
1,223
|
|
|
14
|
|
|
402
|
|
|
1,639
|
|
||||
Interest rate swap assets
|
|
—
|
|
|
93
|
|
|
—
|
|
|
93
|
|
||||
Total assets at fair value
|
|
$
|
13,913
|
|
|
$
|
16,873
|
|
|
$
|
500
|
|
|
$
|
31,286
|
|
Percentage of total assets at fair value
|
|
44
|
%
|
|
54
|
%
|
|
2
|
%
|
|
100
|
%
|
||||
Interest rate swap liabilities
|
|
$
|
—
|
|
|
$
|
11
|
|
|
$
|
—
|
|
|
$
|
11
|
|
(in millions)
|
|
Quoted Prices
in Active
Markets
(Level 1)
|
|
Other
Observable
Inputs
(Level 2)
|
|
Unobservable
Inputs
(Level 3)
|
|
Total
Fair
Value
|
|
Total Carrying Value
|
||||||||||
June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Debt securities - held-to-maturity:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. government and agency obligations
|
|
$
|
178
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
178
|
|
|
$
|
175
|
|
State and municipal obligations
|
|
—
|
|
|
—
|
|
|
7
|
|
|
7
|
|
|
7
|
|
|||||
Corporate obligations
|
|
91
|
|
|
11
|
|
|
225
|
|
|
327
|
|
|
327
|
|
|||||
Total debt securities - held-to-maturity
|
|
$
|
269
|
|
|
$
|
11
|
|
|
$
|
232
|
|
|
$
|
512
|
|
|
$
|
509
|
|
Other assets
|
|
$
|
—
|
|
|
$
|
465
|
|
|
$
|
—
|
|
|
$
|
465
|
|
|
$
|
466
|
|
Long-term debt and other financing obligations
|
|
$
|
—
|
|
|
$
|
32,144
|
|
|
$
|
—
|
|
|
$
|
32,144
|
|
|
$
|
29,087
|
|
December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Debt securities - held-to-maturity:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. government and agency obligations
|
|
$
|
164
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
164
|
|
|
$
|
163
|
|
State and municipal obligations
|
|
—
|
|
|
—
|
|
|
8
|
|
|
8
|
|
|
8
|
|
|||||
Corporate obligations
|
|
91
|
|
|
10
|
|
|
238
|
|
|
339
|
|
|
339
|
|
|||||
Total debt securities - held-to-maturity
|
|
$
|
255
|
|
|
$
|
10
|
|
|
$
|
246
|
|
|
$
|
511
|
|
|
$
|
510
|
|
Other assets
|
|
$
|
—
|
|
|
$
|
493
|
|
|
$
|
—
|
|
|
$
|
493
|
|
|
$
|
500
|
|
Long-term debt and other financing obligations
|
|
$
|
—
|
|
|
$
|
29,455
|
|
|
$
|
—
|
|
|
$
|
29,455
|
|
|
$
|
27,978
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||||||||||
(in millions)
|
|
Debt
Securities
|
|
Equity
Securities
|
|
Total
|
|
Debt
Securities
|
|
Equity
Securities
|
|
Total
|
||||||||||||
June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of period
|
|
$
|
98
|
|
|
$
|
390
|
|
|
$
|
488
|
|
|
$
|
98
|
|
|
$
|
402
|
|
|
$
|
500
|
|
Purchases
|
|
—
|
|
|
8
|
|
|
8
|
|
|
4
|
|
|
20
|
|
|
24
|
|
||||||
Sales
|
|
—
|
|
|
(2
|
)
|
|
(2
|
)
|
|
(7
|
)
|
|
(4
|
)
|
|
(11
|
)
|
||||||
Net unrealized gains (losses) in accumulated other comprehensive income
|
|
3
|
|
|
(8
|
)
|
|
(5
|
)
|
|
6
|
|
|
(14
|
)
|
|
(8
|
)
|
||||||
Net realized losses in investment and other income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16
|
)
|
|
(16
|
)
|
||||||
Balance at end of period
|
|
$
|
101
|
|
|
$
|
388
|
|
|
$
|
489
|
|
|
$
|
101
|
|
|
$
|
388
|
|
|
$
|
489
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance at beginning of period
|
|
$
|
79
|
|
|
$
|
309
|
|
|
$
|
388
|
|
|
$
|
74
|
|
|
$
|
310
|
|
|
$
|
384
|
|
Purchases
|
|
6
|
|
|
10
|
|
|
16
|
|
|
10
|
|
|
14
|
|
|
24
|
|
||||||
Sales
|
|
(2
|
)
|
|
(13
|
)
|
|
(15
|
)
|
|
(2
|
)
|
|
(14
|
)
|
|
(16
|
)
|
||||||
Net unrealized gains (losses) in accumulated other comprehensive income
|
|
1
|
|
|
—
|
|
|
1
|
|
|
2
|
|
|
(5
|
)
|
|
(3
|
)
|
||||||
Net realized gains in investment and other income
|
|
—
|
|
|
13
|
|
|
13
|
|
|
—
|
|
|
14
|
|
|
14
|
|
||||||
Balance at end of period
|
|
$
|
84
|
|
|
$
|
319
|
|
|
$
|
403
|
|
|
$
|
84
|
|
|
$
|
319
|
|
|
$
|
403
|
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
(in millions)
|
|
Subsidies
|
|
Drug Discount
|
|
Risk-Share
|
|
Subsidies
|
|
Drug Discount
|
|
Risk-Share
|
||||||||||||
Other current receivables
|
|
$
|
1,434
|
|
|
$
|
297
|
|
|
$
|
—
|
|
|
$
|
1,703
|
|
|
$
|
423
|
|
|
$
|
—
|
|
Other policy liabilities
|
|
—
|
|
|
236
|
|
|
510
|
|
|
—
|
|
|
58
|
|
|
496
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
(in millions)
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Related to prior years
|
|
$
|
(60
|
)
|
|
$
|
(10
|
)
|
|
$
|
300
|
|
|
$
|
130
|
|
Related to current year
|
|
(40
|
)
|
|
100
|
|
|
N/A
|
|
|
N/A
|
|
|
|
June 30, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
(in millions, except percentages)
|
|
Par
Value
|
|
Carrying
Value
|
|
Fair
Value
|
|
Par
Value
|
|
Carrying
Value (a) |
|
Fair
Value
|
||||||||||||
Commercial paper
|
|
$
|
4,111
|
|
|
$
|
4,111
|
|
|
$
|
4,111
|
|
|
$
|
3,987
|
|
|
$
|
3,987
|
|
|
$
|
3,987
|
|
Floating rate term loan due July 2016
|
|
500
|
|
|
500
|
|
|
500
|
|
|
1,500
|
|
|
1,500
|
|
|
1,500
|
|
||||||
5.375% notes due March 2016
|
|
—
|
|
|
—
|
|
|
—
|
|
|
601
|
|
|
605
|
|
|
606
|
|
||||||
1.875% notes due November 2016
|
|
400
|
|
|
400
|
|
|
401
|
|
|
400
|
|
|
400
|
|
|
403
|
|
||||||
5.360% notes due November 2016
|
|
95
|
|
|
95
|
|
|
97
|
|
|
95
|
|
|
95
|
|
|
98
|
|
||||||
Floating rate notes due January 2017
|
|
750
|
|
|
749
|
|
|
751
|
|
|
750
|
|
|
749
|
|
|
751
|
|
||||||
6.000% notes due June 2017
|
|
441
|
|
|
452
|
|
|
461
|
|
|
441
|
|
|
458
|
|
|
469
|
|
||||||
1.450% notes due July 2017
|
|
750
|
|
|
749
|
|
|
754
|
|
|
750
|
|
|
749
|
|
|
750
|
|
||||||
1.400% notes due October 2017
|
|
625
|
|
|
624
|
|
|
628
|
|
|
625
|
|
|
624
|
|
|
624
|
|
||||||
6.000% notes due November 2017
|
|
156
|
|
|
161
|
|
|
167
|
|
|
156
|
|
|
162
|
|
|
168
|
|
||||||
1.400% notes due December 2017
|
|
750
|
|
|
751
|
|
|
754
|
|
|
750
|
|
|
751
|
|
|
748
|
|
||||||
6.000% notes due February 2018
|
|
1,100
|
|
|
1,110
|
|
|
1,186
|
|
|
1,100
|
|
|
1,114
|
|
|
1,196
|
|
||||||
1.900% notes due July 2018
|
|
1,500
|
|
|
1,495
|
|
|
1,526
|
|
|
1,500
|
|
|
1,494
|
|
|
1,505
|
|
||||||
1.700% notes due February 2019
|
|
750
|
|
|
747
|
|
|
758
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
1.625% notes due March 2019
|
|
500
|
|
|
502
|
|
|
505
|
|
|
500
|
|
|
502
|
|
|
494
|
|
||||||
2.300% notes due December 2019
|
|
500
|
|
|
512
|
|
|
516
|
|
|
500
|
|
|
499
|
|
|
502
|
|
||||||
2.700% notes due July 2020
|
|
1,500
|
|
|
1,494
|
|
|
1,562
|
|
|
1,500
|
|
|
1,493
|
|
|
1,516
|
|
||||||
3.875% notes due October 2020
|
|
450
|
|
|
467
|
|
|
495
|
|
|
450
|
|
|
452
|
|
|
476
|
|
||||||
4.700% notes due February 2021
|
|
400
|
|
|
427
|
|
|
452
|
|
|
400
|
|
|
413
|
|
|
438
|
|
||||||
2.125% notes due March 2021
|
|
750
|
|
|
745
|
|
|
764
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
3.375% notes due November 2021
|
|
500
|
|
|
521
|
|
|
540
|
|
|
500
|
|
|
500
|
|
|
517
|
|
||||||
2.875% notes due December 2021
|
|
750
|
|
|
786
|
|
|
790
|
|
|
750
|
|
|
753
|
|
|
760
|
|
||||||
2.875% notes due March 2022
|
|
1,100
|
|
|
1,112
|
|
|
1,149
|
|
|
1,100
|
|
|
1,059
|
|
|
1,099
|
|
||||||
3.350% notes due July 2022
|
|
1,000
|
|
|
995
|
|
|
1,070
|
|
|
1,000
|
|
|
994
|
|
|
1,023
|
|
||||||
0.000% notes due November 2022
|
|
15
|
|
|
11
|
|
|
12
|
|
|
15
|
|
|
10
|
|
|
11
|
|
||||||
2.750% notes due February 2023
|
|
625
|
|
|
645
|
|
|
642
|
|
|
625
|
|
|
611
|
|
|
613
|
|
||||||
2.875% notes due March 2023
|
|
750
|
|
|
821
|
|
|
781
|
|
|
750
|
|
|
781
|
|
|
742
|
|
||||||
3.750% notes due July 2025
|
|
2,000
|
|
|
1,985
|
|
|
2,194
|
|
|
2,000
|
|
|
1,985
|
|
|
2,062
|
|
||||||
3.100% notes due March 2026
|
|
1,000
|
|
|
994
|
|
|
1,043
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
4.625% notes due July 2035
|
|
1,000
|
|
|
991
|
|
|
1,161
|
|
|
1,000
|
|
|
991
|
|
|
1,038
|
|
||||||
5.800% notes due March 2036
|
|
850
|
|
|
837
|
|
|
1,115
|
|
|
850
|
|
|
838
|
|
|
1,003
|
|
||||||
6.500% notes due June 2037
|
|
500
|
|
|
491
|
|
|
697
|
|
|
500
|
|
|
492
|
|
|
628
|
|
||||||
6.625% notes due November 2037
|
|
650
|
|
|
640
|
|
|
919
|
|
|
650
|
|
|
641
|
|
|
829
|
|
||||||
6.875% notes due February 2038
|
|
1,100
|
|
|
1,074
|
|
|
1,605
|
|
|
1,100
|
|
|
1,076
|
|
|
1,439
|
|
||||||
5.700% notes due October 2040
|
|
300
|
|
|
296
|
|
|
384
|
|
|
300
|
|
|
296
|
|
|
348
|
|
||||||
5.950% notes due February 2041
|
|
350
|
|
|
345
|
|
|
458
|
|
|
350
|
|
|
345
|
|
|
416
|
|
||||||
4.625% notes due November 2041
|
|
600
|
|
|
588
|
|
|
685
|
|
|
600
|
|
|
588
|
|
|
609
|
|
||||||
4.375% notes due March 2042
|
|
502
|
|
|
483
|
|
|
557
|
|
|
502
|
|
|
483
|
|
|
493
|
|
||||||
3.950% notes due October 2042
|
|
625
|
|
|
606
|
|
|
654
|
|
|
625
|
|
|
606
|
|
|
582
|
|
||||||
4.250% notes due March 2043
|
|
750
|
|
|
734
|
|
|
821
|
|
|
750
|
|
|
734
|
|
|
728
|
|
||||||
4.750% notes due July 2045
|
|
2,000
|
|
|
1,971
|
|
|
2,409
|
|
|
2,000
|
|
|
1,971
|
|
|
2,107
|
|
||||||
Total commercial paper, term loan and long-term debt
|
|
$
|
32,995
|
|
|
$
|
33,017
|
|
|
$
|
36,074
|
|
|
$
|
31,972
|
|
|
$
|
31,801
|
|
|
$
|
33,278
|
|
(a)
|
In the first quarter of 2016, the Company adopted ASU 2015-03, retrospectively as required. See Note 1 of Notes to the Condensed Consolidated Financial Statements for more information on the adoption of ASU 2015-03.
|
8.
|
Shareholders' Equity
|
Payment Date
|
|
Amount per Share
|
|
Total Amount Paid
|
||||
|
|
|
|
(in millions)
|
||||
March 22, 2016
|
|
$
|
0.500
|
|
|
$
|
477
|
|
June 28, 2016
|
|
0.625
|
|
|
594
|
|
|
|
|
|
Optum
|
|
|
|
|
||||||||||||||||||||||||
(in millions)
|
|
UnitedHealthcare
|
|
OptumHealth
|
|
OptumInsight
|
|
OptumRx
|
|
Optum Eliminations
|
|
Optum
|
|
Corporate and
Eliminations
|
|
Consolidated
|
||||||||||||||||
Three Months Ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Revenues - external customers:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Premiums
|
|
$
|
35,541
|
|
|
$
|
872
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
872
|
|
|
$
|
—
|
|
|
$
|
36,413
|
|
Products
|
|
1
|
|
|
11
|
|
|
17
|
|
|
6,581
|
|
|
—
|
|
|
6,609
|
|
|
—
|
|
|
6,610
|
|
||||||||
Services
|
|
1,866
|
|
|
597
|
|
|
639
|
|
|
167
|
|
|
—
|
|
|
1,403
|
|
|
—
|
|
|
3,269
|
|
||||||||
Total revenues - external customers
|
|
37,408
|
|
|
1,480
|
|
|
656
|
|
|
6,748
|
|
|
—
|
|
|
8,884
|
|
|
—
|
|
|
46,292
|
|
||||||||
Total revenues - intersegment
|
|
—
|
|
|
2,541
|
|
|
1,106
|
|
|
8,324
|
|
|
(277
|
)
|
|
11,694
|
|
|
(11,694
|
)
|
|
—
|
|
||||||||
Investment and other income
|
|
148
|
|
|
44
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
45
|
|
|
—
|
|
|
193
|
|
||||||||
Total revenues
|
|
$
|
37,556
|
|
|
$
|
4,065
|
|
|
$
|
1,762
|
|
|
$
|
15,073
|
|
|
$
|
(277
|
)
|
|
$
|
20,623
|
|
|
$
|
(11,694
|
)
|
|
$
|
46,485
|
|
Earnings from operations
|
|
$
|
1,942
|
|
|
$
|
304
|
|
|
$
|
333
|
|
|
$
|
624
|
|
|
$
|
—
|
|
|
$
|
1,261
|
|
|
$
|
—
|
|
|
$
|
3,203
|
|
Interest expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(271
|
)
|
|
(271
|
)
|
||||||||
Earnings before income taxes
|
|
$
|
1,942
|
|
|
$
|
304
|
|
|
$
|
333
|
|
|
$
|
624
|
|
|
$
|
—
|
|
|
$
|
1,261
|
|
|
$
|
(271
|
)
|
|
$
|
2,932
|
|
Three Months Ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Revenues - external customers:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Premiums
|
|
$
|
31,186
|
|
|
$
|
775
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
775
|
|
|
$
|
—
|
|
|
$
|
31,961
|
|
Products
|
|
1
|
|
|
11
|
|
|
16
|
|
|
1,195
|
|
|
—
|
|
|
1,222
|
|
|
—
|
|
|
1,223
|
|
||||||||
Services
|
|
1,715
|
|
|
579
|
|
|
542
|
|
|
29
|
|
|
—
|
|
|
1,150
|
|
|
—
|
|
|
2,865
|
|
||||||||
Total revenues - external customers
|
|
32,902
|
|
|
1,365
|
|
|
558
|
|
|
1,224
|
|
|
—
|
|
|
3,147
|
|
|
—
|
|
|
36,049
|
|
||||||||
Total revenues - intersegment
|
|
—
|
|
|
2,031
|
|
|
851
|
|
|
7,688
|
|
|
(172
|
)
|
|
10,398
|
|
|
(10,398
|
)
|
|
—
|
|
||||||||
Investment and other income
|
|
171
|
|
|
42
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
43
|
|
|
—
|
|
|
214
|
|
||||||||
Total revenues
|
|
$
|
33,073
|
|
|
$
|
3,438
|
|
|
$
|
1,409
|
|
|
$
|
8,913
|
|
|
$
|
(172
|
)
|
|
$
|
13,588
|
|
|
$
|
(10,398
|
)
|
|
$
|
36,263
|
|
Earnings from operations
|
|
$
|
2,031
|
|
|
$
|
253
|
|
|
$
|
271
|
|
|
$
|
340
|
|
|
$
|
—
|
|
|
$
|
864
|
|
|
$
|
—
|
|
|
$
|
2,895
|
|
Interest expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(151
|
)
|
|
(151
|
)
|
||||||||
Earnings before income taxes
|
|
$
|
2,031
|
|
|
$
|
253
|
|
|
$
|
271
|
|
|
$
|
340
|
|
|
$
|
—
|
|
|
$
|
864
|
|
|
$
|
(151
|
)
|
|
$
|
2,744
|
|
|
|
|
|
Optum
|
|
|
|
|
||||||||||||||||||||||||
(in millions)
|
|
UnitedHealthcare
|
|
OptumHealth
|
|
OptumInsight
|
|
OptumRx
|
|
Optum Eliminations
|
|
Optum
|
|
Corporate and
Eliminations
|
|
Consolidated
|
||||||||||||||||
Six Months Ended June 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Revenues - external customers:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Premiums
|
|
$
|
69,504
|
|
|
$
|
1,720
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,720
|
|
|
$
|
—
|
|
|
$
|
71,224
|
|
Products
|
|
1
|
|
|
24
|
|
|
37
|
|
|
12,941
|
|
|
—
|
|
|
13,002
|
|
|
—
|
|
|
13,003
|
|
||||||||
Services
|
|
3,662
|
|
|
1,209
|
|
|
1,245
|
|
|
293
|
|
|
—
|
|
|
2,747
|
|
|
—
|
|
|
6,409
|
|
||||||||
Total revenues - external customers
|
|
73,167
|
|
|
2,953
|
|
|
1,282
|
|
|
13,234
|
|
|
—
|
|
|
17,469
|
|
|
—
|
|
|
90,636
|
|
||||||||
Total revenues - intersegment
|
|
—
|
|
|
5,026
|
|
|
2,147
|
|
|
16,109
|
|
|
(531
|
)
|
|
22,751
|
|
|
(22,751
|
)
|
|
—
|
|
||||||||
Investment and other income
|
|
289
|
|
|
84
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
87
|
|
|
—
|
|
|
376
|
|
||||||||
Total revenues
|
|
$
|
73,456
|
|
|
$
|
8,063
|
|
|
$
|
3,429
|
|
|
$
|
29,346
|
|
|
$
|
(531
|
)
|
|
$
|
40,307
|
|
|
$
|
(22,751
|
)
|
|
$
|
91,012
|
|
Earnings from operations
|
|
$
|
3,796
|
|
|
$
|
604
|
|
|
$
|
579
|
|
|
$
|
1,184
|
|
|
$
|
—
|
|
|
$
|
2,367
|
|
|
$
|
—
|
|
|
$
|
6,163
|
|
Interest expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(530
|
)
|
|
(530
|
)
|
||||||||
Earnings before income taxes
|
|
$
|
3,796
|
|
|
$
|
604
|
|
|
$
|
579
|
|
|
$
|
1,184
|
|
|
$
|
—
|
|
|
$
|
2,367
|
|
|
$
|
(530
|
)
|
|
$
|
5,633
|
|
Six Months Ended June 30, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Revenues - external customers:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Premiums
|
|
$
|
62,091
|
|
|
$
|
1,544
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,544
|
|
|
$
|
—
|
|
|
$
|
63,635
|
|
Products
|
|
1
|
|
|
16
|
|
|
36
|
|
|
2,400
|
|
|
—
|
|
|
2,452
|
|
|
—
|
|
|
2,453
|
|
||||||||
Services
|
|
3,318
|
|
|
1,100
|
|
|
1,101
|
|
|
52
|
|
|
—
|
|
|
2,253
|
|
|
—
|
|
|
5,571
|
|
||||||||
Total revenues - external customers
|
|
65,410
|
|
|
2,660
|
|
|
1,137
|
|
|
2,452
|
|
|
—
|
|
|
6,249
|
|
|
—
|
|
|
71,659
|
|
||||||||
Total revenues - intersegment
|
|
—
|
|
|
3,994
|
|
|
1,662
|
|
|
14,755
|
|
|
(331
|
)
|
|
20,080
|
|
|
(20,080
|
)
|
|
—
|
|
||||||||
Investment and other income
|
|
286
|
|
|
73
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
74
|
|
|
—
|
|
|
360
|
|
||||||||
Total revenues
|
|
$
|
65,696
|
|
|
$
|
6,727
|
|
|
$
|
2,799
|
|
|
$
|
17,208
|
|
|
$
|
(331
|
)
|
|
$
|
26,403
|
|
|
$
|
(20,080
|
)
|
|
$
|
72,019
|
|
Earnings from operations
|
|
$
|
3,929
|
|
|
$
|
487
|
|
|
$
|
493
|
|
|
$
|
626
|
|
|
$
|
—
|
|
|
$
|
1,606
|
|
|
$
|
—
|
|
|
$
|
5,535
|
|
Interest expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(301
|
)
|
|
(301
|
)
|
||||||||
Earnings before income taxes
|
|
$
|
3,929
|
|
|
$
|
487
|
|
|
$
|
493
|
|
|
$
|
626
|
|
|
$
|
—
|
|
|
$
|
1,606
|
|
|
$
|
(301
|
)
|
|
$
|
5,234
|
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
(in millions, except percentages and per share data)
|
|
Three Months Ended June 30,
|
|
Increase/(Decrease)
|
|
Six Months Ended June 30,
|
|
Increase/(Decrease)
|
||||||||||||||||||||||
|
2016
|
|
2015
|
|
2016 vs. 2015
|
|
2016
|
|
2015
|
|
2016 vs. 2015
|
|||||||||||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Premiums
|
|
$
|
36,413
|
|
|
$
|
31,961
|
|
|
$
|
4,452
|
|
|
14
|
%
|
|
$
|
71,224
|
|
|
$
|
63,635
|
|
|
$
|
7,589
|
|
|
12
|
%
|
Products
|
|
6,610
|
|
|
1,223
|
|
|
5,387
|
|
|
440
|
|
|
13,003
|
|
|
2,453
|
|
|
10,550
|
|
|
430
|
|
||||||
Services
|
|
3,269
|
|
|
2,865
|
|
|
404
|
|
|
14
|
|
|
6,409
|
|
|
5,571
|
|
|
838
|
|
|
15
|
|
||||||
Investment and other income
|
|
193
|
|
|
214
|
|
|
(21
|
)
|
|
(10
|
)
|
|
376
|
|
|
360
|
|
|
16
|
|
|
4
|
|
||||||
Total revenues
|
|
46,485
|
|
|
36,263
|
|
|
10,222
|
|
|
28
|
|
|
91,012
|
|
|
72,019
|
|
|
18,993
|
|
|
26
|
|
||||||
Operating costs (a):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Medical costs
|
|
29,872
|
|
|
26,127
|
|
|
3,745
|
|
|
14
|
|
|
58,302
|
|
|
51,917
|
|
|
6,385
|
|
|
12
|
|
||||||
Operating costs
|
|
6,793
|
|
|
5,738
|
|
|
1,055
|
|
|
18
|
|
|
13,551
|
|
|
11,572
|
|
|
1,979
|
|
|
17
|
|
||||||
Cost of products sold
|
|
6,106
|
|
|
1,124
|
|
|
4,982
|
|
|
443
|
|
|
11,983
|
|
|
2,238
|
|
|
9,745
|
|
|
435
|
|
||||||
Depreciation and amortization
|
|
511
|
|
|
379
|
|
|
132
|
|
|
35
|
|
|
1,013
|
|
|
757
|
|
|
256
|
|
|
34
|
|
||||||
Total operating costs
|
|
43,282
|
|
|
33,368
|
|
|
9,914
|
|
|
30
|
|
|
84,849
|
|
|
66,484
|
|
|
18,365
|
|
|
28
|
|
||||||
Earnings from operations
|
|
3,203
|
|
|
2,895
|
|
|
308
|
|
|
11
|
|
|
6,163
|
|
|
5,535
|
|
|
628
|
|
|
11
|
|
||||||
Interest expense
|
|
(271
|
)
|
|
(151
|
)
|
|
120
|
|
|
79
|
|
|
(530
|
)
|
|
(301
|
)
|
|
229
|
|
|
76
|
|
||||||
Earnings before income taxes
|
|
2,932
|
|
|
2,744
|
|
|
188
|
|
|
7
|
|
|
5,633
|
|
|
5,234
|
|
|
399
|
|
|
8
|
|
||||||
Provision for income taxes
|
|
(1,172
|
)
|
|
(1,159
|
)
|
|
13
|
|
|
1
|
|
|
(2,246
|
)
|
|
(2,236
|
)
|
|
10
|
|
|
—
|
|
||||||
Net earnings
|
|
1,760
|
|
|
1,585
|
|
|
175
|
|
|
11
|
|
|
3,387
|
|
|
2,998
|
|
|
389
|
|
|
13
|
|
||||||
Earnings attributable to noncontrolling interests
|
|
(6
|
)
|
|
—
|
|
|
6
|
|
|
nm
|
|
|
(22
|
)
|
|
—
|
|
|
22
|
|
|
nm
|
|
||||||
Net earnings attributable to UnitedHealth Group common shareholders
|
|
$
|
1,754
|
|
|
$
|
1,585
|
|
|
$
|
169
|
|
|
11
|
%
|
|
$
|
3,365
|
|
|
$
|
2,998
|
|
|
$
|
367
|
|
|
12
|
%
|
Diluted earnings per share attributable to UnitedHealth Group common shareholders
|
|
$
|
1.81
|
|
|
$
|
1.64
|
|
|
$
|
0.17
|
|
|
10
|
%
|
|
$
|
3.48
|
|
|
$
|
3.10
|
|
|
$
|
0.38
|
|
|
12
|
%
|
Medical care ratio (b)
|
|
82.0
|
%
|
|
81.7
|
%
|
|
0.3
|
%
|
|
|
|
81.9
|
%
|
|
81.6
|
%
|
|
0.3
|
%
|
|
|
||||||||
Operating cost ratio
|
|
14.6
|
|
|
15.8
|
|
|
(1.2
|
)
|
|
|
|
14.9
|
|
|
16.1
|
|
|
(1.2
|
)
|
|
|
||||||||
Operating margin
|
|
6.9
|
|
|
8.0
|
|
|
(1.1
|
)
|
|
|
|
6.8
|
|
|
7.7
|
|
|
(0.9
|
)
|
|
|
||||||||
Tax rate
|
|
40.0
|
|
|
42.2
|
|
|
(2.2
|
)
|
|
|
|
39.9
|
|
|
42.7
|
|
|
(2.8
|
)
|
|
|
||||||||
Net earnings margin (c)
|
|
3.8
|
|
|
4.4
|
|
|
(0.6
|
)
|
|
|
|
3.7
|
|
|
4.2
|
|
|
(0.5
|
)
|
|
|
||||||||
Return on equity (d)
|
|
19.6
|
%
|
|
19.5
|
%
|
|
0.1
|
%
|
|
|
|
19.2
|
%
|
|
18.5
|
%
|
|
0.7
|
%
|
|
|
(a)
|
During the fourth quarter of 2015, we changed our presentation of certain pharmacy fulfillment costs related to its OptumRx business. See Note 1 of Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this report for more information on this reclassification.
|
(b)
|
Medical care ratio is calculated as medical costs divided by premium revenue.
|
(c)
|
Net earnings margin attributable to UnitedHealth Group shareholders.
|
(d)
|
Return on equity is calculated as annualized net earnings divided by average equity. Average equity is calculated using the equity balance at the end of the preceding year and the equity balances at the end of each of the quarters in the period presented.
|
•
|
Consolidated revenues grew
28%
, UnitedHealthcare revenues grew
14%
and Optum revenues grew
52%
.
|
•
|
UnitedHealthcare grew to serve an additional
2.1 million
people domestically.
|
•
|
Earnings from operations increased
11%
, including an increase of
46%
at Optum, partially offset by a slight decrease at UnitedHealthcare.
|
•
|
Diluted earnings per common share increased
10%
to
$1.81
.
|
•
|
Cash flows from operations for the six months ended June 30, 2016 were
$4.0 billion
.
|
|
|
Three Months Ended June 30,
|
|
Increase/(Decrease)
|
|
Six Months Ended June 30,
|
|
Increase/(Decrease)
|
||||||||||||||||||||||
(in millions, except percentages)
|
|
2016
|
|
2015
|
|
2016 vs. 2015
|
|
2016
|
|
2015
|
|
2016 vs. 2015
|
||||||||||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
UnitedHealthcare
|
|
$
|
37,556
|
|
|
$
|
33,073
|
|
|
$
|
4,483
|
|
|
14
|
%
|
|
$
|
73,456
|
|
|
$
|
65,696
|
|
|
$
|
7,760
|
|
|
12
|
%
|
OptumHealth
|
|
4,065
|
|
|
3,438
|
|
|
627
|
|
|
18
|
|
|
8,063
|
|
|
6,727
|
|
|
1,336
|
|
|
20
|
%
|
||||||
OptumInsight
|
|
1,762
|
|
|
1,409
|
|
|
353
|
|
|
25
|
|
|
3,429
|
|
|
2,799
|
|
|
630
|
|
|
23
|
%
|
||||||
OptumRx
|
|
15,073
|
|
|
8,913
|
|
|
6,160
|
|
|
69
|
|
|
29,346
|
|
|
17,208
|
|
|
12,138
|
|
|
71
|
%
|
||||||
Optum eliminations
|
|
(277
|
)
|
|
(172
|
)
|
|
105
|
|
|
61
|
|
|
(531
|
)
|
|
(331
|
)
|
|
200
|
|
|
60
|
%
|
||||||
Optum
|
|
20,623
|
|
|
13,588
|
|
|
7,035
|
|
|
52
|
|
|
40,307
|
|
|
26,403
|
|
|
13,904
|
|
|
53
|
%
|
||||||
Eliminations
|
|
(11,694
|
)
|
|
(10,398
|
)
|
|
1,296
|
|
|
12
|
|
|
(22,751
|
)
|
|
(20,080
|
)
|
|
2,671
|
|
|
13
|
%
|
||||||
Consolidated revenues
|
|
$
|
46,485
|
|
|
$
|
36,263
|
|
|
$
|
10,222
|
|
|
28
|
%
|
|
$
|
91,012
|
|
|
$
|
72,019
|
|
|
$
|
18,993
|
|
|
26
|
%
|
Earnings from operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
UnitedHealthcare
|
|
$
|
1,942
|
|
|
$
|
2,031
|
|
|
$
|
(89
|
)
|
|
(4
|
)%
|
|
$
|
3,796
|
|
|
$
|
3,929
|
|
|
$
|
(133
|
)
|
|
(3
|
)%
|
OptumHealth
|
|
304
|
|
|
253
|
|
|
51
|
|
|
20
|
|
|
604
|
|
|
487
|
|
|
117
|
|
|
24
|
%
|
||||||
OptumInsight
|
|
333
|
|
|
271
|
|
|
62
|
|
|
23
|
|
|
579
|
|
|
493
|
|
|
86
|
|
|
17
|
%
|
||||||
OptumRx
|
|
624
|
|
|
340
|
|
|
284
|
|
|
84
|
|
|
1,184
|
|
|
626
|
|
|
558
|
|
|
89
|
%
|
||||||
Optum
|
|
1,261
|
|
|
864
|
|
|
397
|
|
|
46
|
|
|
2,367
|
|
|
1,606
|
|
|
761
|
|
|
47
|
%
|
||||||
Consolidated earnings from operations
|
|
$
|
3,203
|
|
|
$
|
2,895
|
|
|
$
|
308
|
|
|
11
|
%
|
|
$
|
6,163
|
|
|
$
|
5,535
|
|
|
$
|
628
|
|
|
11
|
%
|
Operating margin
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
UnitedHealthcare
|
|
5.2
|
%
|
|
6.1
|
%
|
|
(0.9
|
)%
|
|
|
|
5.2
|
%
|
|
6.0
|
%
|
|
(0.8
|
)%
|
|
|
||||||||
OptumHealth
|
|
7.5
|
|
|
7.4
|
|
|
0.1
|
|
|
|
|
7.5
|
|
|
7.2
|
|
|
0.3
|
|
|
|
||||||||
OptumInsight
|
|
18.9
|
|
|
19.2
|
|
|
(0.3
|
)
|
|
|
|
16.9
|
|
|
17.6
|
|
|
(0.7
|
)
|
|
|
||||||||
OptumRx
|
|
4.1
|
|
|
3.8
|
|
|
0.3
|
|
|
|
|
4.0
|
|
|
3.6
|
|
|
0.4
|
|
|
|
||||||||
Optum
|
|
6.1
|
|
|
6.4
|
|
|
(0.3
|
)
|
|
|
|
5.9
|
|
|
6.1
|
|
|
(0.2
|
)
|
|
|
||||||||
Consolidated operating margin
|
|
6.9
|
%
|
|
8.0
|
%
|
|
(1.1
|
)%
|
|
|
|
6.8
|
%
|
|
7.7
|
%
|
|
(0.9
|
)%
|
|
|
|
|
Three Months Ended June 30,
|
|
Increase/(Decrease)
|
|
Six Months Ended June 30,
|
|
Increase/(Decrease)
|
||||||||||||||||||||||
(in millions, except percentages)
|
|
2016
|
|
2015
|
|
2016 vs. 2015
|
|
2016
|
|
2015
|
|
2016 vs. 2015
|
||||||||||||||||||
UnitedHealthcare Employer & Individual
|
|
$
|
13,509
|
|
|
$
|
11,845
|
|
|
$
|
1,664
|
|
|
14
|
%
|
|
$
|
26,329
|
|
|
$
|
23,268
|
|
|
$
|
3,061
|
|
|
13
|
%
|
UnitedHealthcare Medicare & Retirement
|
|
14,294
|
|
|
12,559
|
|
|
1,735
|
|
|
14
|
|
|
28,359
|
|
|
25,340
|
|
|
3,019
|
|
|
12
|
|
||||||
UnitedHealthcare Community & State
|
|
8,263
|
|
|
7,205
|
|
|
1,058
|
|
|
15
|
|
|
15,991
|
|
|
14,110
|
|
|
1,881
|
|
|
13
|
|
||||||
UnitedHealthcare Global
|
|
1,490
|
|
|
1,464
|
|
|
26
|
|
|
2
|
|
|
2,777
|
|
|
2,978
|
|
|
(201
|
)
|
|
(7
|
)
|
||||||
Total UnitedHealthcare revenues
|
|
$
|
37,556
|
|
|
$
|
33,073
|
|
|
$
|
4,483
|
|
|
14
|
%
|
|
$
|
73,456
|
|
|
$
|
65,696
|
|
|
$
|
7,760
|
|
|
12
|
%
|
|
|
Six Months Ended June 30,
|
|
Increase/(Decrease)
|
||||||||
(in millions)
|
|
2016
|
|
2015
|
|
2016 vs. 2015
|
||||||
Sources of cash:
|
|
|
|
|
|
|
||||||
Cash provided by operating activities
|
|
$
|
4,001
|
|
|
$
|
3,432
|
|
|
$
|
569
|
|
Issuances of commercial paper and long-term debt, net of repayments
|
|
1,008
|
|
|
670
|
|
|
338
|
|
|||
Proceeds from common stock issuances
|
|
254
|
|
|
242
|
|
|
12
|
|
|||
Customer funds administered
|
|
1,039
|
|
|
941
|
|
|
98
|
|
|||
Other
|
|
16
|
|
|
48
|
|
|
(32
|
)
|
|||
Total sources of cash
|
|
6,318
|
|
|
5,333
|
|
|
|
||||
Uses of cash:
|
|
|
|
|
|
|
||||||
Common stock repurchases
|
|
(980
|
)
|
|
(953
|
)
|
|
(27
|
)
|
|||
Cash paid for acquisitions and redeemable noncontrolling interest shares, net of cash assumed
|
|
(2,292
|
)
|
|
(1,778
|
)
|
|
(514
|
)
|
|||
Purchases of investments, net of sales and maturities
|
|
(3,581
|
)
|
|
(404
|
)
|
|
(3,177
|
)
|
|||
Purchases of property, equipment and capitalized software, net
|
|
(813
|
)
|
|
(716
|
)
|
|
(97
|
)
|
|||
Cash dividends paid
|
|
(1,071
|
)
|
|
(833
|
)
|
|
(238
|
)
|
|||
Other
|
|
(352
|
)
|
|
(188
|
)
|
|
(164
|
)
|
|||
Total uses of cash
|
|
(9,089
|
)
|
|
(4,872
|
)
|
|
|
||||
Effect of exchange rate changes on cash and cash equivalents
|
|
65
|
|
|
(69
|
)
|
|
134
|
|
|||
Net increase in cash and cash equivalents
|
|
$
|
(2,706
|
)
|
|
$
|
392
|
|
|
$
|
(3,098
|
)
|
|
Moody’s
|
|
Standard & Poor’s
|
|
Fitch
|
|
A.M. Best
|
||||||||
|
Ratings
|
|
Outlook
|
|
Ratings
|
|
Outlook
|
|
Ratings
|
|
Outlook
|
|
Ratings
|
|
Outlook
|
Senior unsecured debt
|
A3
|
|
Negative
|
|
A+
|
|
Negative
|
|
A-
|
|
Negative
|
|
bbb+
|
|
Stable
|
Commercial paper
|
P-2
|
|
n/a
|
|
A-1
|
|
n/a
|
|
F1
|
|
n/a
|
|
AMB-2
|
|
n/a
|
|
|
June 30, 2016
|
||||||||||||||
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 %
|
|
$
|
216
|
|
|
$
|
254
|
|
|
$
|
(1,599
|
)
|
|
$
|
(3,821
|
)
|
1
|
|
108
|
|
|
127
|
|
|
(804
|
)
|
|
(2,061
|
)
|
||||
(1)
|
|
(81
|
)
|
|
(59
|
)
|
|
715
|
|
|
2,422
|
|
||||
(2)
|
|
nm
|
|
|
nm
|
|
|
874
|
|
|
4,906
|
|
(a)
|
Given the low absolute level of short-term market rates on our floating-rate assets and liabilities as of
June 30, 2016
, the assumed hypothetical change in interest rates does not reflect the full 100 basis point reduction in interest income or interest expense as the rate cannot fall below zero and thus the 200 basis point reduction is not meaningful.
|
(b)
|
As of
June 30, 2016
, some of our investments had interest rates below 2% so the assumed hypothetical change in the fair value of investments does not reflect the full 200 basis point reduction.
|
ITEM 4.
|
CONTROLS AND PROCEDURES
|
ITEM 1.
|
LEGAL PROCEEDINGS
|
ITEM 1A.
|
RISK FACTORS
|
For the Month Ended
|
|
Total Number
of Shares
Purchased
|
|
Average Price
Paid per Share
|
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
or Programs
|
|
Maximum Number
of Shares That May
Yet Be Purchased
Under The Plans or
Programs
|
|||||
|
|
(in millions)
|
|
|
|
(in millions)
|
|
(in millions)
|
|||||
April 30, 2016
|
|
4
|
|
|
$
|
133
|
|
|
4
|
|
|
53
|
|
May 31, 2016
|
|
—
|
|
|
—
|
|
|
—
|
|
|
53
|
|
|
June 30, 2016
|
|
—
|
|
|
—
|
|
|
—
|
|
|
53
|
|
|
Total
|
|
4
|
|
|
$
|
133
|
|
|
4
|
|
|
|
(a)
|
In November 1997, our Board of Directors adopted a share repurchase program, which the Board evaluates periodically. In June 2014, the Board renewed our share repurchase program with an authorization to repurchase up to 100 million shares of our common stock in open market purchases or other types of transactions (including prepaid or structured repurchase programs). There is no established expiration date for the program.
|
ITEM 6.
|
EXHIBITS**
|
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
|
|
|
Bylaws of UnitedHealth Group Incorporated, effective February 9, 2016 (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on February 9, 2016)
|
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)
|
10.1*
|
|
|
Amended and Restated Employment Agreement, dated as of June 7, 2016, between United HealthCare Services, Inc. and John Rex
|
10.2*
|
|
|
Amendment to Agreement for Supplemental Executive Retirement Pay, dated as of June 7, 2016, between UnitedHealth Group Incorporated and Stephen J. Hemsley
|
12.1
|
|
|
Computation of Ratio of Earnings to Fixed Charges
|
31.1
|
|
|
Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
32.1
|
|
|
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
101
|
|
|
The following materials from UnitedHealth Group Incorporated’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016 filed on August 2, 2016, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statements of Changes in Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to the Condensed Consolidated Financial Statements.
|
*
|
|
Denotes management contracts and compensation plans in which certain directors and named executive officers participate and which are being filed pursuant to Item 601(b)(10)(iii)(A) of Regulation S-K.
|
**
|
|
Pursuant to Item 601(b)(4)(iii) of Regulation S-K, copies of instruments defining the rights of certain holders of long-term debt are not filed. The Company will furnish copies thereof to the SEC upon request.
|
/s/ S
TEPHEN
J. H
EMSLEY
|
|
Chief Executive Officer
(principal executive officer) |
Dated:
|
August 2, 2016
|
Stephen J. Hemsley
|
|
|
|
|
|
|
|
||
/s/ J
OHN
F. R
EX
|
|
Executive Vice President and
Chief Financial Officer
(principal financial officer) |
Dated:
|
August 2, 2016
|
John F. Rex
|
|
|
|
|
|
|
|
||
/
S/
T
HOMAS
E. R
OOS
|
|
Senior Vice President and
Chief Accounting Officer
(principal accounting officer) |
Dated:
|
August 2, 2016
|
Thomas E. Roos
|
|
|
|
3.1
|
|
|
Certificate of Incorporation of UnitedHealth Group Incorporated (incorporated by reference to Exhibit 3.1 to the Company's Registration Statement on Form 8-A/A filed on July 1, 2015)
|
3.2
|
|
|
Bylaws of UnitedHealth Group Incorporated, effective February 9, 2016 (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on February 9, 2016)
|
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)
|
10.1*
|
|
|
Amended and Restated Employment Agreement, dated as of June 7, 2016, between United HealthCare Services, Inc. and John Rex
|
10.2*
|
|
|
Amendment to Agreement for Supplemental Executive Retirement Pay, dated as of June 7, 2016, between UnitedHealth Group Incorporated and Stephen J. Hemsley
|
12.1
|
|
|
Computation of Ratio of Earnings to Fixed Charges
|
31.1
|
|
|
Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
32.1
|
|
|
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
101
|
|
|
The following materials from UnitedHealth Group Incorporated’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016 filed on August 2, 2016, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statements of Changes in Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to the Condensed Consolidated Financial Statements.
|
*
|
|
Denotes management contracts and compensation plans in which certain directors and named executive officers participate and which are being filed pursuant to Item 601(b)(10)(iii)(A) of Regulation S-K.
|
**
|
|
Pursuant to Item 601(b)(4)(iii) of Regulation S-K, copies of instruments defining the rights of certain holders of long-term debt are not filed. The Company will furnish copies thereof to the SEC upon request.
|
A.
|
Employment
.
UnitedHealth Group hereby employs Executive, and Executive accepts employment, under this Agreement’s terms.
|
B.
|
Title and Duties
. Executive will be employed as the Chief Financial Officer, UnitedHealth Group. Executive will perform such duties, and exercise such supervision and control, as are commonly associated with Executive’s position, as well as perform such other duties as are reasonably assigned to Executive. Executive will devote substantially all of Executive’s business time and energy to Executive’s duties. Executive will maintain operations in Executive’s area of responsibility, and make every reasonable effort to ensure that the employees within that area of responsibility act, in compliance with applicable law and UnitedHealth Group’s Code of Conduct, as amended from time to time. Executive is subject to all of UnitedHealth Group’s employment policies and procedures (except as specifically superseded by this Agreement).
|
A.
|
Base Salary
. Effective June 7, 2016, Executive’s base salary will be $800,000 less applicable withholdings and deductions, payable according to UnitedHealth Group’s regular payroll schedule. Periodic increases to Executive’s base salary may be made in UnitedHealth Group’s sole discretion.
|
B.
|
Incentive Compensation
. Executive will be eligible to participate in UnitedHealth Group’s incentive compensation plans in UnitedHealth Group’s discretion and in accordance with the plans’ terms and conditions. Executive’s annual target bonus potential will be 115% of annual base salary, subject to periodic adjustments in UnitedHealth Group’s discretion.
|
C.
|
Employee Benefits
. Executive will be eligible to participate in UnitedHealth Group’s employee welfare, retirement, and other benefit plans on the same basis as other similarly situated executives, in accordance with the terms of the plans. Executive will be eligible for Paid Time Off in accordance with UnitedHealth Group’s policies. UnitedHealth Group reserves the right to amend or discontinue any plan or policy at any time in its sole discretion. In addition to the Company’s generally available benefits, UnitedHealth Group shall provide Executive, at UnitedHealth Group’s expense during the term of Executive’s employment, a $2 million face value term life insurance policy and a long term disability policy which covers 60% of base salary in the event of a qualifying long term disability, subject to the policy terms.
|
A.
|
By Mutual Agreement
. The parties may terminate Executive’s employment at any time by mutual agreement.
|
B.
|
By UnitedHealth Group without Cause
. UnitedHealth Group may terminate Executive’s employment without Cause upon 90 days’ prior written notice; provided, however, that if UnitedHealth Group terminates Executive’s employment without Cause, or if Executive terminates Executive’s employment for Good Reason (defined below), UnitedHealth Group will offer Executive the option to remain employed by UnitedHealth Group in an advisory capacity (at Executive’s then-current base salary and annual target bonus) for one year following the notice of termination.
|
C.
|
By UnitedHealth Group with Cause
. UnitedHealth Group may terminate Executive’s employment at any time for Cause. “Cause” means Executive’s (a) material failure to follow UnitedHealth Group’s reasonable direction or to perform any duties reasonably required on material matters, (b) material violation of, or failure to act upon or report known or suspected violations of, UnitedHealth Group’s Code of Conduct, as amended from time to time, (c) conviction of any felony, (d) commission of any criminal, fraudulent, or dishonest act in connection with Executive’s employment, (e) material breach of this Agreement, or (f) conduct that is materially detrimental to UnitedHealth Group’s interests. UnitedHealth Group will, within 120 days of discovery of the conduct, give Executive written notice specifying the conduct constituting Cause in reasonable detail and Executive will have 60 days to remedy such conduct, if such conduct is reasonably capable of being remedied. In any instance where the Company may have grounds for Cause, failure by the Company to provide written notice of the
|
D.
|
By Executive without Good Reason
. Executive may terminate Executive’s employment at any time for any reason, including due to Executive’s retirement.
|
E.
|
By Executive for Good Reason
. Executive may terminate Executive’s employment for Good Reason, as defined below. Executive must give UnitedHealth Group written notice specifying in reasonable detail the circumstances constituting Good Reason, within 120 days of becoming aware of such circumstances, or such circumstances will not constitute Good Reason. If the circumstances constituting Good Reason are reasonably capable of being remedied, UnitedHealth Group will have 60 days to remedy such circumstances. “Good Reason” will exist if UnitedHealth Group takes any of the following actions, without Executive’s consent: (a) reduces Executive’s base salary or target bonus percentage other than in connection with a general reduction affecting a group of employees; (b) moves Executive’s primary work location more than 50 miles; (c) makes changes that substantially diminish Executive’s duties or responsibilities; (d) makes changes resulting in Executive’s no longer serving as both Chief Financial Officer, UnitedHealth Group and serving as a member of the Office of the CEO, UnitedHealth Group; or (e) changes the Executive’s reporting relationship.
|
F.
|
Due to Executive’s Death or Disability.
Executive’s employment will terminate automatically if Executive dies, effective as of the date of Executive’s death. UnitedHealth Group may terminate Executive’s employment due to Executive’s disability that renders Executive incapable of performing the essential functions of Executive’s job, with or without reasonable accommodation. Executive will not be entitled to Severance Benefits under Section 4 in the event of termination due to Executive’s death or disability.
|
4.
|
Severance Benefits
.
|
A.
|
Circumstances under Which Severance Benefits Payable
. Executive will be entitled to Severance Benefits only if Executive’s employment is terminated by UnitedHealth Group without Cause or if Executive terminates employment for Good Reason. Whether Executive has had a termination of employment will be determined in a manner consistent with the definition of “Separation from Service” under Section 409A of the Internal Revenue Code of 1986 and its accompanying regulations (“Section 409A”) and will be referred to herein as a “Termination.” For purposes of this Agreement, Executive will be considered to have experienced a Termination as of the date that the facts and circumstances indicate that it is reasonably anticipated that Executive will provide no further services after such date
|
B.
|
Severance Benefits
. Subject to Section 4.C, Executive shall be entitled to the following Severance Benefits if Executive experiences a Termination under the circumstances described in Section 4.A above:
|
C.
|
Separation Agreement and Release Required
. In order to receive any Severance Benefits under this Agreement, Executive must timely sign a separation agreement and release of claims substantially in the form provided to Executive prior to the Effective Date. UnitedHealth Group shall provide to Executive a form of separation agreement and release of claims no later than three (3) days following Executive’s date of Termination. If Executive does not timely execute and deliver to UnitedHealth Group such separation agreement and release, or if Executive does so, but then revokes it if permitted by and within the time required by applicable law, UnitedHealth Group will have no obligation to pay severance compensation to Executive.
|
5.
|
Property Rights, Confidentiality, Non-Disparagement, and Restrictive Covenants
.
|
A.
|
UnitedHealth Group’s Property
.
|
i.
|
Assignment of Property Rights
. Executive must promptly disclose in writing to UnitedHealth Group all inventions, discoveries, processes, procedures, methods and works of authorship, whether or not patentable or copyrightable, that Executive alone or jointly conceives, makes, discovers, writes or creates, during working hours or on Executive’s own time, during this Agreement’s term (the “Works”). Executive hereby assigns to UnitedHealth Group all Executive’s rights, including copyrights and patent rights, to all Works. Executive must assist UnitedHealth Group as it reasonably requires to perfect, protect, and use its rights to the Works. This provision does not apply to any Work for which no UnitedHealth Group equipment, supplies, facility or trade secret information was used and: (1) which does not relate directly to UnitedHealth Group’s business or actual or demonstrably anticipated research or development, or (2) which does not result from any work performed for UnitedHealth Group.
|
ii.
|
No Removal of Property
. Executive may not remove from UnitedHealth Group’s premises any UnitedHealth Group records, documents, data or other
|
iii.
|
Return of Property
. Executive must immediately deliver to UnitedHealth Group, upon termination of employment, or at any other time at UnitedHealth Group’s request, all UnitedHealth Group property, including records, documents, data, and equipment, and all copies of any such property, including any records or data Executive prepared during employment.
|
B.
|
Confidential Information
. Executive will be given access to and provided with sensitive, confidential, proprietary and trade secret information (“Confidential Information”) in the course of Executive’s employment. Examples of Confidential Information include: inventions; new product or marketing plans; business strategies and plans; merger and acquisition targets; financial and pricing information; computer programs, source codes, models and databases; analytical models; customer lists and information; and supplier and vendor lists and other information which is not generally available to the public. Executive agrees not to disclose or use
Confidential Information, either during or after Executive’s employment with UnitedHealth Group,
except as necessary to perform Executive’s UnitedHealth Group duties or as UnitedHealth Group may consent in writing.
|
C.
|
Non-Disparagement
. Executive agrees not to criticize, make any negative comments about or otherwise disparage UnitedHealth Group or those associated with it, whether orally, in writing or otherwise, directly or by implication, to any person or entity, including UnitedHealth Group customers or agents. The foregoing shall not prohibit Executive from making statements or disclosures required under applicable law.
|
D.
|
Restrictive Covenants
. Executive agrees to the restrictive covenants in this Section in consideration of Executive’s employment and UnitedHealth Group’s promises in this Agreement, including providing Executive access to Confidential Information. The restrictive covenants in this Section apply during Executive’s employment and for 24 months following termination of employment for any reason. Executive agrees that he/she will not, without UnitedHealth Group's prior written consent, directly or indirectly, for Executive or for any other person or entity, as agent, employee, officer, director, consultant, owner, principal, partner or shareholder, or in any other individual or representative capacity, engage in any of the following activities:
|
i.
|
Non-Solicitation.
Executive will not:
|
(a)
|
Solicit any business competitive with UnitedHealth Group from any person or entity who: (1) was a UnitedHealth Group provider or customer within the 12 months before Executive’s employment
|
(b)
|
Raid, hire, employ, recruit or solicit any UnitedHealth Group employee or consultant who possesses Confidential Information of UnitedHealth Group to leave UnitedHealth Group to join a competitor;
|
(c)
|
Induce or influence any UnitedHealth Group employee, consultant, or provider who possesses Confidential Information of UnitedHealth Group to terminate his, her or its employment or other relationship with UnitedHealth Group; or
|
(d)
|
Assist anyone in any of the activities listed above.
|
ii.
|
Non-Competition
.
Executive will not:
|
(a)
|
Engage in or participate in any activity that competes, directly or indirectly, with any UnitedHealth Group activity, product or service that Executive engaged in, participated in, or had Confidential Information about during Executive’s last 36 months of employment with UnitedHealth Group; or
|
(b)
|
Assist anyone in any of the activities listed above.
|
iii.
|
Because UnitedHealth Group’s business competes on a nationwide basis, the Executive’s obligations under this “Restrictive Covenants” section shall apply on a nationwide basis anywhere in the United States.
|
iv.
|
To the extent Executive and UnitedHealth Group agree at any time to enter into separate agreements containing restrictive covenants with different or inconsistent terms than those contained herein, Executive and UnitedHealth Group acknowledge and agree that such different or inconsistent terms shall not in any way affect or have relevance to the Restrictive Covenants contained herein.
|
E.
|
Cooperation and Indemnification
. Executive agrees to cooperate fully (i) with UnitedHealth Group in the investigation, prosecution or defense of any potential claims or concerns regarding UnitedHealth Group’s business about which Executive has relevant knowledge, including by providing truthful information and testimony as reasonably requested by UnitedHealth Group, and (ii) with all government authorities on matters pertaining to any investigation, litigation or administrative proceeding concerning UnitedHealth Group. UnitedHealth Group will reimburse Executive for any reasonable travel and out-of-pocket expenses incurred by Executive in providing such cooperation. UnitedHealth Group will indemnify Executive, in accordance with the Minnesota Business Corporation Act, for all claims and other covered matters arising in connection with Executive’s employment.
|
F.
|
Injunctive Relief
. Executive agrees that (a) legal remedies (money damages) for any breach of Section 5 will be inadequate, (b) UnitedHealth Group will suffer immediate and irreparable harm from any such breach, and (c) UnitedHealth Group will be entitled to injunctive relief from a court in addition to any legal remedies UnitedHealth Group may seek in arbitration. If an arbitrator or court determines that Executive has willfully and materially breached any provision of Section 5, Executive agrees to pay to UnitedHealth Group its reasonable costs and attorney’s fees incurred in enforcing that provision.
|
6.
|
Miscellaneous
.
|
A.
|
Tax Withholding
. All compensation payable under this Agreement will be subject to applicable tax withholding and other required or authorized deductions.
|
B.
|
Assignment
. Executive may not assign this Agreement. UnitedHealth Group may assign this Agreement to a successor or affiliate. Any successor to UnitedHealth Group will be deemed to be UnitedHealth Group under this Agreement.
|
C.
|
Entire Agreement; Amendment
. This Agreement contains the parties’ entire agreement regarding its subject matter and may only be amended in a writing signed by the parties. This Agreement supersedes any and all prior oral or written employment agreements (including letters and memoranda) between Executive and UnitedHealth Group or its predecessors. This Agreement does not supersede the terms of any stock option, restricted stock, or stock appreciation rights plan or award.
|
D.
|
Choice of Law
. Minnesota law governs this Agreement.
|
E.
|
Waivers
. No party’s failure to exercise, or delay in exercising, any right or remedy under this Agreement will be a waiver of such right or remedy, nor will any single or partial exercise of any right or remedy preclude any other or further exercise of such right or remedy.
|
F.
|
Narrowed Enforcement and Severability
. If a court or arbitrator decides that any provision of this Agreement is invalid or overbroad, the parties agree that the court or arbitrator should narrow such provision so that it is enforceable or, if narrowing is not possible or permissible, such provision should be considered severed and the other provisions of this Agreement should be unaffected.
|
G.
|
Dispute Resolution and Remedies
. Except for injunctive relief under Section 5.F, any dispute between the parties relating to this Agreement or to Executive’s employment will be resolved by binding arbitration under UnitedHealth Group’s Employment Arbitration Policy, as it may be amended from time to time. The arbitrator(s) may not vary this Agreement’s terms and must apply applicable law.
|
H.
|
Payment of Deferred Compensation - Section 409A.
To the extent applicable, it is intended that the compensation arrangements under this Agreement be in full compliance with Section 409A. This Agreement shall be construed in a manner to give effect to such intention. In no event whatsoever shall UnitedHealth Group be liable for any tax, interest or penalties that may be imposed on Executive under Section 409A. UnitedHealth Group shall have no obligation to indemnify or otherwise hold Executive harmless from any such taxes, interest or penalties, or from liability for any damages related thereto.
|
I.
|
Electronic Transmission/Counterparts
. The executed version of this Agreement may be delivered by facsimile or email, and upon receipt, such transmission shall be deemed delivery of an original. This Agreement may be executed in two or
|
United HealthCare Services, Inc.
|
|
Executive
|
||
|
|
|
|
|
|
|
|
|
|
By
|
/s/ D. Ellen Wilson
|
|
By
|
/s/ John Rex
|
|
|
|
|
|
Its
|
Executive Vice President, Human Capital
|
|
|
|
|
|
|
|
|
Date
|
June 7, 2016
|
|
Date
|
June 7, 2016
|
|
|
|
|
|
|
|
|
|
|
UNITEDHEALTH GROUP INCORPORATED
|
|
|
|
STEPHEN J. HEMSLEY
|
|||
|
|
|
|
|
|||
By:
|
|
|
/s/ D. Ellen Wilson
|
|
|
|
/s/ Stephen J. Hemsley
|
Name:
|
|
|
D. Ellen Wilson
|
|
|
|
Date: June 8, 2016
|
Title:
|
|
|
Executive Vice President, Human Capital
|
|
|
|
|
Date:
|
|
|
June 8, 2016
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
(dollars in millions)
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
||||||||
Earnings before income taxes
|
|
$
|
2,932
|
|
|
$
|
2,744
|
|
|
$
|
5,633
|
|
|
$
|
5,234
|
|
Fixed charges
|
|
317
|
|
|
190
|
|
|
618
|
|
|
381
|
|
||||
Total earnings available for fixed charges
|
|
$
|
3,249
|
|
|
$
|
2,934
|
|
|
$
|
6,251
|
|
|
$
|
5,615
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fixed Charges:
|
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
|
$
|
271
|
|
|
$
|
151
|
|
|
$
|
530
|
|
|
$
|
301
|
|
Interest component of rental payments
|
|
46
|
|
|
39
|
|
|
88
|
|
|
80
|
|
||||
Total fixed charges
|
|
$
|
317
|
|
|
$
|
190
|
|
|
$
|
618
|
|
|
$
|
381
|
|
Ratio of earnings to fixed charges
|
|
10.2
|
|
|
15.4
|
|
|
10.1
|
|
|
14.7
|
|
1.
|
I have reviewed this report on Form 10-Q of UnitedHealth Group Incorporated (the “registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
August 2, 2016
|
/s/ S
TEPHEN
J. H
EMSLEY
|
|
Stephen J. Hemsley
Chief Executive Officer
|
|
|
1.
|
I have reviewed this report on Form 10-Q of UnitedHealth Group Incorporated (the “registrant”);
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
August 2, 2016
|
/s/ J
OHN
F. R
EX
|
|
John F. Rex
Executive Vice President and Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
August 2, 2016
|
/s/ S
TEPHEN
J. H
EMSLEY
|
|
Stephen J. Hemsley
Chief Executive Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
August 2, 2016
|
/s/ J
OHN
F. R
EX
|
|
John F. Rex
Executive Vice President and Chief Financial Officer |