Risk factor changes · UNH

What changed in UnitedHealth Group's risk factors

Item 1A (Risk Factors) of UnitedHealth Group's FY2025 10-K compared with its FY2024 10-K, sentence by sentence.

Newer: 10-K filed 2026-03-02 · Older: 10-K filed 2025-02-27

New in the latest 10-K 12

• The risks and uncertainties discussed below are not the only risks we may face.
• If these estimates prove inaccurate, our results of operations could be materially and adversely affected.
• They may access, misappropriate or otherwise compromise protected personal information or our proprietary or confidential information or that of third parties, and may develop and deploy malicious code (including viruses, ransomware and malware, among others) that can attack our systems, exploit security vulnerabilities, and disrupt or shut down our systems and operations.
• The success of some of our businesses depends on maintaining satisfactory relationships with employed, affiliated, and independently contracted physicians and joint venture partners.
• We increasingly rely on technologies powered by or incorporating AI in our internal operations and in the delivery of products and services.
• While these technologies present opportunities to improve efficiency, enhance customer experience, and optimize clinical and administrative processes, they also entail risks and uncertainties.
• However, to the extent an AI system does not operate as intended or produces an inaccurate, incomplete or biased output, the system could impact operations, customer service or other functions and could have an adverse effect on our business, reputation, results of operations, financial position and cash flows.
• If we cannot successfully integrate our acquired businesses and realize contemplated revenue growth opportunities, cost savings and other synergies, our business, prospects, results of operations, financial position and cash flows could be materially and adversely affected.
• Further, the increased availability of hybrid or remote working arrangements has expanded the pool of companies that can compete for qualified employees and executive candidates.
• Our investment and loan portfolio may sustain losses which could adversely affect our profitability.
• Negative publicity may adversely affect our stock price, damage our reputation, and expose us to unexpected or unwarranted regulatory scrutiny.
• AI technologies are subject to evolving and uncertain U.S. federal, state, and international laws and regulations.

Reworded 79

Removed words are struck through; added words are highlighted.

• There may be risks and uncertainties not currently known to us or that we may deem to be immaterial that could materially and adversely affect our business, results of operations, financial position, cash flows and prospects. 10 Table of Contents Risks Related to Our Business and Our Industry If we fail to estimate, price for and manage our medical costs or design benefits in an effective manner, the profitability of our risk-based products and services could decline and could materially and adversely affect our results of operations, financial position and cash flows.
• These factors may include medical cost inflation, increased use of services, increased provider billing intensity, business mix, unexpected differences among new customer populations, increased cost of individual services, costs to deliver care, large-scale medical emergencies, the potential effects of climate change, pandemics, the introduction of new or costly drugs or increases in drug prices, treatments and technology, new treatment guidelines, newly mandated benefits or other regulatory changes and insured population characteristics.
• If these estimates prove inaccurate, our results of operations could be materially and adversely affected. 10 Table of Contents If we fail to maintain properly the integrity or availability of our data or successfully consolidate, integrate, upgrade or expand our existing information systems, or if our technology products do not operate as intended, our business could be materially and adversely affected.
• If the data we rely upon to run our businesses is found to be inaccurate inaccurate, incomplete, outdated or unreliable or if we fail to effectively maintain or protect the integrity of our data and information systems, including systems powered by or incorporating artificial intelligence and machine learning (AI/ML), (AI), we could experience failures in our health, wellness and information technology products; lose existing customers; have difficulty attracting new customers; experience problems in determining medical cost estimates and establishing appropriate pricing; have difficulty preventing, detecting and controlling fraud; have disputes with customers, physicians and other health care professionals; become subject to regulatory sanctions, penalties, investigations or audits; incur increases in operating expenses; or suffer other adverse consequences.
• In addition, increasing connectivity among technologies and recent trends toward greater consumer engagement in health care require new and enhanced technologies, including more sophisticated applications for mobile devices and new tools and products that leverage AI/ML AI to improve the customer experience.
• We anticipate that fast-evolving AI/ML AI technologies, including generative AI, will play an increasingly important role in our information systems and customer-facing technology products.
• Our ability to protect and enhance existing systems and develop new systems to keep pace with changes in information processing technology (including AI/ML), AI), regulatory standards and changing customer preferences will require an our ongoing commitment of significant development and operational resources.
• We may not successfully implement our initiatives to consolidate the number of information systems we operate, upgrade and expand our information systems capabilities, integrate and enhance our systems and develop new systems to keep pace with recent 11 Table of Contents regulations and changes in information processing technology.
• A failure of our technology products to operate as intended and in a seamless fully-integrated fashion with other products could materially and adversely affect our results of operations, financial position and cash flows.
• Uncertain and rapidly evolving U.S. federal and state, non-U.S. and international laws and regulations related to health data and health information technologies, including those powered by or incorporating AI/ML, AI, may alter the competitive landscape or impose new compliance requirements and could materially and adversely affect the configuration of our information systems and platforms, and our ability to compete in our markets.
• If we or third parties we rely on sustain cyberattacks or other privacy or data security incidents resulting in disruption to our operations or the misappropriation or disclosure of protected personal information or proprietary or confidential information, we could suffer a loss of revenue and increased costs, negative operational effects, exposure to significant liability, reputational harm and other serious negative consequences.
• For example, we previously reported that our Change Healthcare business, which we had recently acquired, was subject to a cyberattack in 2024, in which the data involved contained protected health information or personally identifiable information.
• While we have programs in place to detect, contain and respond to data security incidents and provide employee employees with awareness training regarding phishing, malware and other cyber threats to protect as a protection against cybersecurity risks and incidents, we expect that we will continue to experience these incidents, some of which may negatively affect our business.
• Further, because the techniques used to obtain unauthorized access, disable or degrade service, or sabotage systems change frequently and are increasing in sophistication, in part due to use of evolving AI/ML AI technologies (including generative AI), and because our businesses are changing as well, we may be unable to anticipate these techniques and threats, timely detect data security 11 Table of Contents incidents or implement adequate preventive measures.
• Threat actors and hackers have previously been, and may in the future be, able to negatively affect our operations by penetrating our security controls and causing system and operational disruptions or shutdowns, accessing, misappropriating or otherwise compromising protected personal information or proprietary or confidential information or that of third parties, and developing and deploying viruses, ransomware and other malware that can attack our systems, exploit any security vulnerabilities, and disrupt or shutdown our systems and operations. shutdowns.
• In addition, hardware, software, or applications we develop or procure from third parties may contain defects or other problems which could unexpectedly compromise our information security controls. technology ecosystem.
• Our systems may also be vulnerable to financial fraud schemes, misplaced or lost data, human error, insider threat, malicious social engineering, or other events which could negatively affect the data or financial accounts, proprietary or confidential information relating to our business or third parties, or our operations.
• The costs to eliminate or address the foregoing security these threats and vulnerabilities before or after a cybersecurity incident could be material.
• We have business continuation continuity and resiliency plans which we maintain, update and test regularly in an effort to contain and remediate potential disruptions or from cybersecurity events.
• If our prevention and remediation efforts are not successful, we may experience operational interruptions, delays, or cessation of service and loss of existing or potential customers.
• If we fail to develop and maintain satisfactory relationships with health care providers, whether in-network or out-of-network, our failure to do so could materially and adversely affect our business, results of operations, 12 Table of Contents financial position and cash flows.
• In addition, Accountable Care Organizations (ACOs); (ACOs), physician group management services organizations (which aggregate physician practices for administrative efficiency); efficiency), and other organizational structures adopted by physicians, hospitals and other care providers may change the way in which these providers do business with us and may change the competitive landscape.
• In some instances, those providers have disputed and may in the future dispute the payment for these services and may institute litigation or arbitration relying on state and federal laws that define the compensation that must be paid to out-of-network providers in some circumstances. 12 Table of Contents The success of some of our businesses depends on maintaining satisfactory relationships with employed, affiliated, and independently contracted physicians and joint venture partners.
• If we fail to compete effectively to maintain or increase our market share, including by maintaining or increasing enrollments in businesses providing health benefits, our results of operations, financial position and cash flows could be materially and adversely affected.
• In many geographies or product segments, our competitors have and may continue to have certain competitive advantages.
• If we do not continue to 13 Table of Contents innovate and provide products and services which are useful and relevant to health care payers, consumers and our customers, we may not remain competitive and risk losing market share to existing competitors and disruptive new market entrants.
• We may face risks from new technologies and market entrants which that could affect our existing relationship with health plan enrollees in the affected markets.
• We are routinely subject to various private party and governmental legal actions and investigations, which could damage our reputation and, if resolved unfavorably, could result in substantial penalties or monetary damages and materially and adversely affect our results of operations, financial position and cash flows.
• Legal actions to which we are a party have included and in the future could include matters related to health care benefits coverage and payment of claims (including disputes with enrollees, customers and contracted and non-contracted physicians, hospitals and other health care professionals), tort claims (including claims related to the delivery of health care services, such as medical malpractice by personnel at our affiliates facilities, or by health care practitioners who are employed by us, have contractual relationships with us, or serve as providers to our managed care networks, including as a result of a failure to adhere to applicable clinical, quality and/or patient safety standards), antitrust claims (including as a result of changes in the 13 Table of Contents enforcement of antitrust laws), whistleblower claims (including claims under the False Claims Act or similar statutes), matters related to our use of or alleged failure to adequately safeguard personal information or other proprietary data, claims related to alleged failure of our technology products to operate properly or fairly, contract and labor disputes, tax claims and claims related to disclosure of certain business practices.
• We may also have been and in the future may be a party to certain class action lawsuits lawsuits, including those brought by health care professional groups groups, consumers and consumers. investors.
• We operate in jurisdictions outside of the United States where contractual rights, tax positions and applicable regulations may be subject to varying degrees of interpretation or uncertainty to a greater degree than in the United States, uncertainty, and therefore subject to dispute by customers, government authorities or others.
• We are largely self-insured with regard to litigation risks, legal actions, including claims of medical malpractice against our affiliated physicians and us.
• Even in situations where we engage external insurers, our coverage may be disputed or may not be sufficient to cover the entirety entire amount of certain claims.
• Moreover, certain legal actions could result in adverse publicity which could damage our reputation and materially and adversely affect our ability to retain our current business or grow our market share in some markets and businesses. 14 Table of Contents Our increasing use of AI presents legal, regulatory and business risks to our operations, reputation and financial results.
• Further, governmental actions, such as actions by the FTC or DOJ, DOJ or comparable non-U.S. regulatory bodies, may affect our ability to complete strategic transactions, which could adversely affect our future growth.
• Successful acquisitions also require us to effectively effectively, comprehensively and expeditiously integrate the acquired business into our existing operations, including our internal control environment and culture, or otherwise leveraging leverage its operations which may present risks different from those presented by organic growth and may be difficult for us to manage.
• For example, we have experienced and in the future may encounter more acute information technology system vulnerabilities or different litigation risk profiles in recently acquired business businesses than we have historically managed.
• We may be unable to address such these vulnerabilities, inadequacies, differences, or failures soon after acquiring a business, which could undermine integration activities, delay launch of acquired products, and increase infrastructure risk.
• If we cannot successfully integrate our acquired businesses and realize contemplated revenue growth opportunities, cost savings and other synergies, our business, prospects, results of operations, financial position and cash flows could be materially and adversely affected. 14 Table of Contents We are subject to risks associated with public health crises arising from large-scale medical emergencies, pandemics, natural disasters and other extreme events, which have had and could have an adverse effect on our business, results of operations, financial condition and financial performance.
• Government enactment of emergency powers in response to public health crises could disrupt our business operations, including by restricting availability of, or our ability to deliver, pharmaceuticals or other medical supplies, and could increase the risk of shortages of necessary items.

Removed since the previous 10-K 4

• Many factors discussed below will be important in determining our future results.
• The laws and rules governing our businesses and interpretations of those laws and rules are subject to frequent and often unpredictable change.
• New technologies have potential and power to improve and optimize operational processes and clinical outcomes across the healthcare system, but also present ethical, technological, legal, regulatory and other risks.
• Any inadequacy or failure in compliance with our responsible use of AI/ML policies and procedures or emerging laws, regulations and standards governing AI/ML use could cause our technology products not to operate as intended or to produce outcomes, including possible regulatory enforcement action or litigation that could have a material and adverse effect on our business, reputation, results of operations, financial position and cash flows.

Source: SEC EDGAR filings, compared sentence by sentence by EdgarStack. Sentence matching is automated and may pair or split passages imperfectly; check the linked filings before relying on any passage. A software tool, not financial advice. Not affiliated with the U.S. Securities and Exchange Commission.