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[Form 4] UNITEDHEALTH GROUP INCORPORATED (Delaware) Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

On June 26, 2025, UnitedHealth Group Incorporated (UNH) filed a Form 4 disclosing that director Kristen L. Gil acquired 7 shares of common stock on June 24, 2025. The acquisition was coded "A" and carried a price of $0 per share because the shares represent dividend equivalents paid on vested deferred stock units.

Following the transaction, Gil directly owns 1,558 shares and indirectly holds 3,800 shares through a trust. No derivative securities were reported. The transaction is routine and immaterial to UnitedHealth's float but modestly increases insider alignment with shareholders.

Positive
  • Director increased direct shareholding, slightly enhancing insider-shareholder alignment.
  • Dividend-equivalent credit reflects continued accrual of deferred compensation without open-market dilution.
Negative
  • Acquisition totals only 7 shares, making it financially immaterial.
  • Shares were received at no cost, so the filing does not demonstrate cash-based insider conviction.

Insights

7 free shares added; negligible size, no market signal.

The filing shows a routine dividend-equivalent credit, not an open-market buy. At less than 0.0001% of UNH’s float, the action is financially immaterial and unlikely to affect valuation or momentum. Nevertheless, the director’s stake edges higher to 1,558 direct shares, preserving alignment with shareholder interests. I would not adjust portfolio weightings based on this disclosure.

Routine dividend equivalent booking; governance normal, no concerns.

This Form 4 records a standard administrative credit of 7 common shares tied to vested deferred stock units. It is neither an intentional purchase nor a sale and involves no Rule 10b5-1 plan. There are no red flags regarding timing, pricing, or volume. Such filings are expected under Section 16 reporting rules and reflect sound compliance processes at UnitedHealth.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Gil Kristen

(Last) (First) (Middle)
C/O UNITEDHEALTH GROUP INCORPORATED
1 HEALTH DRIVE

(Street)
EDEN PRAIRIE MN 55344

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
UNITEDHEALTH GROUP INC [ UNH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/24/2025 A 7(1) A $0 1,558 D
Common Stock 3,800 I By Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents dividend equivalents paid on vested deferred stock units. The dividend equivalents are immediately vested and are subject to the same terms as the underlying deferred stock units.
Remarks:
Faraz A. Choudhry, Attorney-in-Fact for Kristen L. Gil 06/26/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did UNH director Kristen L. Gil disclose in the June 26, 2025 Form 4?

She acquired 7 common shares on June 24, 2025 via dividend equivalents.

How many UnitedHealth (UNH) shares does Kristen Gil own after the transaction?

She now holds 1,558 shares directly and 3,800 shares indirectly through a trust.

What was the transaction code and price for the UNH shares acquired?

The transaction was coded A (acquisition) at $0 per share.

Were the shares acquired under a Rule 10b5-1 trading plan?

The Form 4 includes the 10b5-1 check box, but it was not marked, indicating no plan was used.

What is the nature of the shares acquired by the UNH director?

They are dividend equivalents paid on vested deferred stock units, which vested immediately.
Unitedhealth Gp

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246.17B
904.48M
0.27%
90.58%
1.4%
Healthcare Plans
Hospital & Medical Service Plans
United States
EDEN PRAIRIE