UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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Current Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): November 6, 2025
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(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | (Address of principal executive offices) | (Zip Code) | |||||||||||||||||||||||
Registrant’s telephone number, including area code: (800 ) 328-5979
N/A
(Former name or former address, if changed since last report.)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On November 6, 2025, and effective as of that date, the Board of Directors of UnitedHealth Group Incorporated (the “Company”) approved an amendment to the Company’s Amended and Restated Bylaws (the “Bylaws”). The sole purpose of the amendment is to reflect changes to the Company’s registered office and registered agent in the State of Delaware. A complete copy of the Company’s Bylaws, as amended to reflect the changes described in this report, is attached hereto as Exhibit 3.1.
Item 9.01. Financial Statements and Exhibits.
| Exhibit | Description | |||||||||||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL). | |||||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 13, 2025
UNITEDHEALTH GROUP INCORPORATED | ||||||||||||||
| By: | /s/ Kuai H. Leong | |||||||||||||
| Kuai H. Leong | ||||||||||||||
| Senior Deputy General Counsel and Deputy Corporate Secretary | ||||||||||||||