AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-3: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 6/6 · 31/10/2026
Moat19
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 1/4 · Processing scale and specialty efficiencies are demonstrated, but comparative cost protection is absent and clients can switch easily. Integrated-care superiority remains management's assertion.
durability · 1/4 · Large-client renewals provide continuity, but generally short arrangements, competitive bidding and renewal-associated earnings deterioration weaken durable economic protection.
customer dependency · 0/4 · The explicit easy-switching disclosure directly contradicts meaningful lock-in. Pharmacy customer contraction supplies additional adverse operating evidence, without establishing a contract churn rate.
erosion resilience · 1/4 · Specialty growth and efficiencies offset some pressure, but actual PBM price concessions and earnings decline show weak protection against erosion. Prospective integration benefits do not establish resilience.
Pricing power31
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 1/4 · Historical competitive price reductions and PBM renewal-related earnings pressure outweigh Healthcare premium increases as evidence of discretionary pricing power. Healthcare increases primarily cover expected medical cost increases; rebate sharing alone is not proof of weakness.
retention · 1/4 · Renewals and medical customer growth demonstrate repeat demand indirectly, but easy switching and pharmacy customer contraction indicate fragile retention. Membership changes include client transitions and client membership effects, not solely contract losses.
margin resilience · 2/4 · Specialty earnings grew 22% and Healthcare profitability improved while PBM earnings fell 27%. These mixed realized outcomes show business offsets without demonstrating protected margins or isolating pricing from mix and costs.
contractual freedom · 1/4 · Annual premiums set in advance, regulatory restrictions, competitive renewal bidding and extensive PBM contracting rules constrain pricing and terms. Negotiability does not establish unilateral pricing freedom.
Predictability97
Financial-sector stability over 5 consecutive reported annual periods: equal weights for nondeclining revenue frequency, revenue-growth volatility (5–40pp), positive consolidated earnings frequency, and net-income/revenue margin volatility (3–20pp). Uses reported accounting scope; not industrial FCF or a growth forecast.
- Nondeclining revenue years (%)
- 100.00
- Revenue growth volatility (pp)
- 8.59
- positiveEarningsShare
- 100.00
- netMarginStdDev
- 0.76
- observedAnnualPeriods
- 5.00
Financial strength50
Qualitative insurance assessment: equal-weight average of four current evidence-backed grades (0–4), scaled to 100. Policy financial-industry-1; not an industrial ratio score or credit rating.
capital adequacy · 2/4 · Insurance subsidiaries report compliance with applicable RBC and non-U.S. surplus rules. The disclosed U.S. regime refers to adjusted surplus relative to RBC; actual ratios, exact RBC level definitions and quantified headroom are absent. This supports limited qualitative adequacy, not a calculated solvency buffer.
liquidity funding · 2/4 · June cash including restricted balances was $6.356 billion, the $6.5 billion revolver was undrawn, and most Evernorth operations have dividend flexibility. Offsets include $710 million interim operating cash flow, declining cash, increased short-term borrowing and $900 million of sold receivables awaiting collection. Consolidated cash is not wholly available to the parent.
asset liability risk · 2/4 · Segregated portfolios facilitate duration and cash-flow matching, and first-half 2026 claims development was favorable by $268 million. Offsets include the high-LTV mortgage cohort's 0.84 average debt-service coverage and external reinsurance recoverability exposure. Matching effectiveness and counterparty quality remain incompletely evidenced.
earnings resilience · 2/4 · First-half shareholder earnings increased to $3.314 billion from $2.855 billion, with specialty growth offsetting PBM weakness. Favorable reserve development supports claims experience, while employer medical cost pressure and weak interim cash conversion limit the assessment. Divestiture effects complicate period comparisons.
Capital allocation44
Qualitative insurance assessment: equal-weight average of four current evidence-backed grades (0–4), scaled to 100. Policy financial-industry-1; not an industrial ratio score or credit rating.
capital efficiency · 2/4 · First-half 2026 shareholder earnings of $3.314 billion against beginning and ending GAAP shareholder equity of $41.713 billion and $42.620 billion demonstrate positive accounting returns. This partial-period consolidated evidence includes health services and does not establish statutory insurer returns or sustained superior capital efficiency.
distributions and buffers · 2/4 · 2025 distributions of $5.2 billion were below $9.6 billion operating cash generation. First-half 2026 dividends and repurchases were below shareholder earnings but exceeded interim operating cash flow, while repurchases fell sharply. Capital-rule compliance and undrawn credit provide limited buffer evidence without quantified statutory headroom.
dilution and cost · 2/4 · Reported diluted weighted-average shares declined to 263.990 million from 270.540 million, demonstrating a net share-count benefit. Employee-plan issuance increased equity by $225 million versus $250 million of accounting repurchases, and first-half interest expense rose to $716 million. Complete compensation expense and financing attribution are unavailable.
investment discipline · 1/4 · The fully impaired VillageMD investment produced a $2.7 billion realized loss, a substantial adverse allocation outcome. The completed divestiture and $3.5 billion Shields investment show active portfolio management, but subsequent investment returns are unestablished. Contractual purchase obligations also require future capital resources.
Management63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Actual 2025 operating cash generation exceeded distributions and repurchases were sharply reduced in first-half 2026. The VillageMD impairment and weak interim cash conversion prevent a stronger assessment.
incentive alignment · 3/4 · Existing ownership, retention and clawback safeguards plus an actual 73% performance-share payout demonstrate alignment in practice. This evidence primarily concerns the prior CEO and company policies; Evanko's approved targets and conditional award do not establish grant, vesting or current ownership.
execution · 2/4 · Operating cash generation, completed portfolio transactions and specialty growth demonstrate execution indirectly through reported outcomes. PBM earnings deterioration, pharmacy customer contraction and the realized investment impairment show material weaknesses; results are not attributed entirely to management skill.
governance · 3/4 · Effective committee responsibilities, adopted proxy access and special-meeting rights, removal of supermajority provisions and compensation safeguards provide concrete governance evidence. Controls effectiveness is management's conclusion. The written-consent proposal failed, and exceptional oversight outcomes are unestablished.
Evidence
Our pharmacy technology platform allows us to safely, rapidly and accurately adjudicate over two billion adjusted prescriptions annually.
2025 Form 10-K, digital, data and technology · Filed 26/02/2026
Clients can easily move between our competitors and us.
2025 Form 10-K, competition and client switching · Filed 26/02/2026
Our clients are well-informed and typically have knowledgeable consultants who seek competing bids from our competitors before contract renewal.
2025 Form 10-K, competitive renewal bidding · Filed 26/02/2026
Arrangements are generally short-term (one year or less) except for certain three-year health benefit management solutions contracts, and each consists of a single performance obligation.
2025 Form 10-K, arrangement duration · Filed 26/02/2026
These competitive factors have historically applied pressure on our operating margins and caused many companies, including us, to reduce the prices charged for products and services while sharing with clients a greater portion of the formulary rebates and related fees received from pharmaceutical manufacturers.
2025 Form 10-K, realized competitive pricing pressure · Filed 26/02/2026
Premiums in the Cigna Healthcare segment are generally set for a one-year period and are priced well in advance of the date on which the contract commences or renews.
2025 Form 10-K, insurance premium setting · Filed 26/02/2026
Federal and state regulatory agencies may restrict or prevent entirely our ability to implement changes in premium rates or collect certain administrative fees.
2025 Form 10-K, regulatory restrictions on premiums and fees · Filed 26/02/2026
In 2025, for clients covered under our pharmacy benefit contracts, Express Scripts shared over 95% of the drug formulary management rebates it received with its integrated clients, and more than two-thirds of clients received 100% of rebates.
2025 Form 10-K, actual rebate sharing · Filed 26/02/2026
Our pharmacy benefit management services are subject to numerous laws and regulations that govern critical practices, including disclosure, receipt and retention of rebates and other payments received from pharmaceutical manufacturers; certain pharmacy contracting practices, including disclosure of cost information to customers; pharmacy reimbursement mandates; the receipt and
13
retention of transmission fees from contracted pharmacies; performance-based price concessions; pharmacy price concessions to drug prices at the point of sale; audits of contracted pharmacies; use of, administration of or changes to drug formularies, the use and disclosure of maximum allowable cost ("MAC") pricing, or clinical programs; "most favored nation" pricing, which provides that a pharmacy participating in a specific government program must give the program the best price the pharmacy makes available to any third-party plan; disclosure of data to third parties; drug utilization management practices; the level of duty a PBM owes its clients or customers; configuration of pharmacy networks; the operations of our subsidiary pharmacies; fiduciary requirements; referrals to affiliated pharmacies; disclosure of negotiated provider reimbursement rates; disclosure of negotiated drug rebates; calculation of certain customer cost-share for prescription drug claims; pricing that includes differential or spread (i.e., a difference between the drug price charged to the plan sponsor by a PBM and the price paid by the manager to the dispensing provider); disclosure of fees associated with administrative service agreements and patient care programs that are attributable to customers' drug utilization; utilization management; and registration or licensing of PBMs.
2025 Form 10-K, PBM regulation · Filed 26/02/2026
For example, in the year ended December 31, 2024, we determined our investment in VillageMD was fully impaired and recorded a $2.7 billion loss in Net investment gains/losses in our Consolidated Statements of Income.
2025 Form 10-K, VillageMD investment impairment · Filed 26/02/2026
If the ratio of the insurer's adjusted surplus to its RBC falls below statutorily required minimums, the insurer could be subject to regulatory actions ranging from increased scrutiny to conservatorship.
2025 Form 10-K, adjusted surplus relative to RBC · Filed 26/02/2026
Our HMOs and life and health insurance subsidiaries, as well as non-U.S.
2025 Form 10-K, entities subject to capital rules · Filed 26/02/2026
insurance subsidiaries, are compliant with applicable RBC and non-U.S.
2025 Form 10-K, capital compliance disclosure · Filed 26/02/2026
surplus rules.
Holding Company Laws
Our insurance companies and most of our HMOs are regulated under state insurance holding company laws and regulations, which are largely based on the NAIC’s Insurance Holding Company System Regulatory Act and its companion model regulation.
2025 Form 10-K, surplus rules and holding-company regulation · Filed 26/02/2026
Assets supporting these liabilities are managed in segregated investment portfolios to facilitate matching of asset durations and cash flows to those of corresponding liabilities.
2025 Form 10-K, investment asset and liability matching · Filed 26/02/2026
As of December 31, 2025 and December 31, 2024, $0.8 billion and $0.9 billion, respectively, of the future policy benefit reserve was recoverable through treaties with external reinsurers.
2025 Form 10-K, external reinsurance recoverables · Filed 26/02/2026
As of December 31, 2025, purchase obligations consisted of a total of $6.3 billion of estimated payments required under contractual arrangements (of which we expect $2.1 billion of purchase obligations to be paid within the next 12 months beginning January 1, 2026).
2025 Form 10-K, contractual purchase obligations · Filed 26/02/2026
Weighted average
262,867
262,867
268,511
268,511
Common stock equivalents
1,123
1,123
2,029
2,029
Total shares
262,867
1,123
263,990
268,511
2,029
270,540
Earnings per share
$
12.61
$
(0.06)
$
12.55
$
10.63
$
(0.08)
$
10.55
The following outstanding employee stock options were not included in the computation of diluted earnings per share because their effect was anti-dilutive:
Three Months Ended June 30,
Six Months Ended June 30,
(In millions)
2026
2025
2026
2025
Anti-dilutive options
2.2
1.5
2.3
1.9
On July 22, 2026, the Board of Directors of The Cigna Group (the "Board") declared the third quarter cash dividend of $1.56 per share of The Cigna Group common stock to be paid on September 23, 2026 to shareholders of record on September 8, 2026.
June 2026 Form 10-Q, weighted-average shares and dilution · Filed 30/07/2026
Revolving Credit Agreement. The Company maintains a $6.5 billion, five-year revolving credit and letter of credit agreement that will mature in April 2030, with an option to extend the maturity date for additional one-year periods, subject to consent of the banks (the "Credit Agreement").
June 2026 Form 10-Q, revolving credit agreement · Filed 30/07/2026
As of June 30, 2026, there was no outstanding balance under the Credit Agreement.
June 2026 Form 10-Q, undrawn credit agreement · Filed 30/07/2026
The commercial paper program had approximately $1.0 billion outstanding as of June 30, 2026 and an average interest rate of 3.92%.
June 2026 Form 10-Q, commercial paper outstanding and cost · Filed 30/07/2026
Interest Expense. Interest expense on long-term and short-term debt was $359 million for the three months ended and $716 million for the six months ended June 30, 2026, compared with $338 million for the three months ended and $700 million for the six months ended June 30, 2025.
June 2026 Form 10-Q, interest expense · Filed 30/07/2026
13
Activity, net of intercompany transactions, in the unpaid claims liability for the Cigna Healthcare segment was as follows:
Six Months Ended June 30,
(In millions)
2026
2025 (1)
Beginning balance
$
4,241
$
5,018
Less: Reinsurance and other amounts recoverable
147
159
Beginning balance, net
4,094
4,859
Incurred costs related to:
Current year
16,093
18,163
Prior years
(268)
(297)
Total incurred
15,825
17,866
Paid costs related to:
Current year
11,576
13,019
Prior years
3,258
3,889
Total paid
14,834
16,908
Less: Divestiture and other
—
1,323
Ending balance, net
5,085
4,494
Add: Reinsurance and other amounts recoverable
143
142
Ending balance
$
5,228
$
4,636
(1) Includes unpaid claims amounts classified as liabilities of businesses held for sale prior to the completion of the HCSC transaction.
June 2026 Form 10-Q, unpaid claims development · Filed 30/07/2026
Variances in incurred costs related to prior years' unpaid claims and claim expenses that resulted from the differences between actual experience and the Company's key assumptions were as follows:
Six Months Ended June 30,
2026
2025
(Dollars in millions)
$
% (1)
$
% (2)
Actual completion factors and other
$
144
0.4
%
$
170
0.5
%
Medical cost trend
124
0.4
127
0.3
Total favorable variance
$
268
0.8
%
$
297
0.8
%
(1)Percentage of current year incurred costs as reported for the year ended December 31, 2025.
June 2026 Form 10-Q, favorable prior-year claims variances · Filed 30/07/2026
Favorable prior year development in both years primarily reflects lower than expected utilization of medical services as compared to our assumptions.
June 2026 Form 10-Q, explanation of favorable reserve development · Filed 30/07/2026
The medical care ratio decreased 40 bps for the six months ended, primarily due to the impact of the HCSC transaction (-120 bps) and a lower MCR within our Individual and Family Plans business (-60 bps), partially offset by a higher MCR within our U.S.
June 2026 Form 10-Q, six-month medical care ratio drivers · Filed 30/07/2026
Employer business (+100 bps), primarily due to mix of business.
June 2026 Form 10-Q, employer medical care ratio deterioration · Filed 30/07/2026
The Company has undertaken certain client- and customer-focused initiatives, which include proactive renewals or extensions of large client contracts, investments to support the recently announced rebate-free model, and multi-stakeholder recontracting efforts (including affordability-related contract changes and responses to government programs such as the Inflation Reduction Act).
June 2026 Form 10-Q, proactive renewals and recontracting initiatives · Filed 30/07/2026
6 The Cigna Group Consolidated Statements of Changes in Total Equity Unaudited Six Months Ended June 30, 2026 (In millions) Common Stock Additional Paid-in Capital Accumulated Other Comprehensive (Loss) Retained Earnings Treasury Stock Shareholders' Equity Other Non- controlling Interests Total Equity Balance at December 31, 2025 $ 4 $ 31,790 $ (2,806) $ 47,865 $ (35,140) $ 41,713 $ 161 $ 41,874 Effect of issuing stock for employee benefit plans 305 (80) 225 225 Other comprehensive loss (1,555) (1,555) (1,555) Net income 3,314 3,314 422 3,736 Common dividends declared (per share: $3.12) (824) (824) (824) Repurchase of common stock — (250) (250) (250) Other transactions impacting noncontrolling interests (3) (3) (293) (296) Balance at June 30, 2026 $ 4 $ 32,092 $ (4,361) $ 50,355 $ (35,470) $ 42,620 $ 290 $ 42,910 Six Months Ended June 30, 2025 (In millions) Common Stock Additional Paid-in Capital Accumulated Other Comprehensive (Loss) Retained Earnings Treasury Stock Shareholders' Equity Other Non- controlling Interests Total Equity Balance at December 31, 2024 $ 4 $ 31,288 $ (2,341) $ 43,519 $ (31,437) $ 41,033 $ 210 $ 41,243 Effect of issuing stock for employee benefit plans 300 (108) 192 192 Other comprehensive loss (475) (475) (475) Net income 2,855 2,855 186 3,041 Common dividends declared (per share: $3.02) (810) (810) (810) Repurchase of common stock — (2,581) (2,581) (2,581) Other transactions impacting noncontrolling interests — — (180) (180) Balance at June 30, 2025 $ 4 $ 31,588 $ (2,816) $ 45,564 $ (34,126) $ 40,214 $ 216 $ 40,430 The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.
June 2026 Form 10-Q, consolidated changes in equity · Filed 30/07/2026
7 The Cigna Group Consolidated Statements of Cash Flows Unaudited Six Months Ended June 30, (In millions) 2026 2025 Cash Flows from Operating Activities Net income $ 3,736 $ 3,041 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,305 1,356 Investment gains, net (189) (50) Deferred income tax benefit (170) (292) Gain on sale of businesses (17) (41) Net changes in assets and liabilities, net of non-operating effects: Accounts receivable, net (2,044) (6,398) Inventories 1,490 726 Reinsurance recoverable and Other assets (398) (402) Insurance liabilities 906 1,702 Pharmacy and other service costs payable (4,108) 995 Accounts payable and Accrued expenses and other liabilities 230 (1,020) Other, net (31) 417 NET CASH PROVIDED BY OPERATING ACTIVITIES 710 34 Cash Flows from Investing Activities Proceeds from investments sold: Debt securities and equity securities 104 272 Investment maturities and repayments: Debt securities and equity securities 399 553 Commercial mortgage loans 75 90 Other sales, maturities and repayments (primarily short-term and other long-term investments) 513 431 Investments purchased or originated: Debt securities and equity securities (668) (1,512) Commercial mortgage loans (40) (62) Other (primarily short-term and other long-term investments) (749) (761) Property and equipment purchases, net (564) (612) Divestitures, net of cash sold 26 2,346 Renewable energy tax credit equity investments (214) (327) Other, net (22) (18) NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES (1,140) 400 Cash Flows from Financing Activities Deposits and interest credited to contractholder deposit funds 74 74 Withdrawals and benefit payments from contractholder deposit funds (158) (137) Net change in short-term debt 975 296 Repayment of long-term debt (550) (1,600) Repurchase of common stock (280) (2,620) Issuance of common stock 158 141 Common stock dividend paid (826) (813) Other, net (327) (355) NET CASH USED IN FINANCING ACTIVITIES (934) (5,014) Effect of foreign currency rate changes on cash, cash equivalents and restricted cash (16) 35 Net decrease in cash, cash equivalents and restricted cash (1,380) (4,545) Cash, cash equivalents and restricted cash January 1, (1) 7,736 8,931 Cash, cash equivalents and restricted cash June 30, (1) $ 6,356 $ 4,386 (1)Restricted cash and cash equivalents were reported in other long-term investments and Other assets.
June 2026 Form 10-Q, consolidated cash flows · Filed 30/07/2026
As of June 30, 2026, there were $0.9 billion of sold accounts receivable that have not been collected and have been removed from the Company's Consolidated Balance Sheets.
June 2026 Form 10-Q, sold receivables awaiting collection · Filed 30/07/2026
The following table summarizes the credit risk profile of the Company's commercial mortgage loan portfolio: (Dollars in millions) June 30, 2026 December 31, 2025 Loan-to-Value Ratio Carrying Value Average Debt Service Coverage Ratio Average Loan-to-Value Ratio Carrying Value Average Debt Service Coverage Ratio Average Loan-to-Value Ratio Below 60% $ 379 2.08 $ 355 2.13 60% to 79% 634 1.72 694 1.81 80% to 100% 186 0.84 184 0.79 Total $ 1,199 1.67 72 % $ 1,233 1.72 71 % Other Long-Term Investments Other long-term investments include investments in unconsolidated entities, including certain limited partnerships and limited liability companies holding real estate, securities or loans.
June 2026 Form 10-Q, commercial mortgage credit profile · Filed 30/07/2026
Most of the Evernorth Health Services segment operations are not subject to regulatory restrictions regarding dividends and therefore provide significant financial flexibility to The Cigna Group.
June 2026 Form 10-Q, Evernorth dividend flexibility · Filed 30/07/2026
Item 4. CONTROLS AND PROCEDURES Based on an evaluation of the effectiveness of The Cigna Group's disclosure controls and procedures conducted under the supervision and with the participation of The Cigna Group's management (including The Cigna Group's Chief Executive Officer and Chief Financial Officer), The Cigna Group's Chief Executive Officer and Chief Financial Officer concluded that, as of the end of the period covered by this report, The Cigna Group's disclosure controls and procedures are effective to ensure that information required to be disclosed by The Cigna Group in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms and is accumulated and communicated to The Cigna Group's management (including The Cigna Group's Chief Executive Officer and Chief Financial Officer) as appropriate to allow timely decisions regarding required disclosure.
June 2026 Form 10-Q, management assessment of disclosure controls · Filed 30/07/2026
The 2023–2025 SPS program included two performance measures, each weighted 50%: (1) relative TSR; and (2) adjusted income from operations, per share measured on a cumulative basis.
March 2026 proxy, completed SPS performance measures · Filed 13/03/2026
Over the three-year performance period, The Cigna Group TSR was (4.6)%, placing us in the 25th to 50th percentile of our SPS peer group and resulting in a 54% payout for the relative TSR measure.
March 2026 proxy, realized relative TSR performance · Filed 13/03/2026
Cumulative adjusted income from operations, per share for the three-year period grew to $82.26, resulting in a payout at 92% for this measure and, coupled with the payout for TSR, a 73% payout for the program overall.
March 2026 proxy, realized SPS payout · Filed 13/03/2026
Mr. Cordani is required to hold The Cigna Group stock valued at eight times his base salary or more.
March 2026 proxy, Cordani stock ownership requirement · Filed 13/03/2026
As of December 31, 2025, this represents approximately 0.23% of the Company’s outstanding shares.
March 2026 proxy, Cordani ownership percentage · Filed 13/03/2026
•Achieved shareholders’ net income for 2025 of $6 billion, or $22.18 per share, and adjusted income from operations of $8 billion, or $29.84 per share.* •Generated cash flow from operations of $9.6 billion.
March 2026 proxy, 2025 earnings and operating cash generation · Filed 13/03/2026
•Returned $5.2 billion to shareholders through dividends and share repurchases.
March 2026 proxy, actual 2025 shareholder distributions · Filed 13/03/2026
In addition to these financial achievements, we further shaped our portfolio in 2025 by investing $3.5 billion in Shields Health Solutions to enhance care for individuals with complex and chronic conditions, and by completing the $4.9 billion sale of our Medicare Advantage, Cigna Supplemental Benefits, Medicare Part D, and CareAllies businesses to Health Care Service Corporation.
March 2026 proxy, completed portfolio investments and divestiture · Filed 13/03/2026
Compensation Practices Incentivize Performance Align Interests Emphasize Performance-Based Pay Focus on Long Term Pay Competitively Performance-Based Pay •92% of 2025 CEO total target pay at risk(1) Long-Term Incentives •77% of 2025 CEO total target pay in equity award incentives(1) •No payment of dividends on restricted stock prior to vesting Commitment to Performance Equity •100% of 2025 CEO long-term incentive award is performance based •60% of 2025 CEO long-term incentive award comprised of Strategic Performance Shares Rigorous Goals Underpin Incentives •No annual incentive payout unless pre-established minimum level of performance is achieved •No overlap between short- and long-term metrics, and incentives use both absolute and relative metrics Compensation Benchmarking •Committee review of compensation targets •Named executive officer total target compensation within the competitive range of the market median Strong Compensation Governance •Robust clawback, anti-hedging, and anti-pledging policies •Annual compensation risk assessment by People Resources Committee Rigorous Stock Ownership Requirements •Significant stock ownership requirements •Stock retention requirements that encourage a long-term ownership philosophy Prudent Equity Usage •No repricing without shareholder approval •Annual share usage limit to manage burn rate (1)CEO long-term incentive target at midpoint of target range.
March 2026 proxy, existing compensation practices and safeguards · Filed 13/03/2026
34 The Cigna Group | 2026 Notice of Annual Meeting of Shareholders and Proxy Statement CORPORATE GOVERNANCE MATTERS Key Areas of Risk Oversight Board of Directors Strategic Operational Financial Compliance Risks related to strategic planning, including the selection and implementation of business plans, the allocation of capital resources, and our ability to adapt to the changing environment in which we operate Risks related to the management and operation of our business, including controls with respect to key business processes and business continuity Risks related to financial matters, including our ability to maintain our desired debt ratings and appropriate levels of liquidity, as well as the reliability of our financial reporting Risks related to our compliance with the laws and regulations governing our business, as well as our ability to maintain high ethical and business practice standards Board Committees as of January 1, 2026(1) Audit & Compliance •Financial statements •Internal control over financial reporting •Disclosure controls and procedures •Privacy •Independent auditor and internal audit oversight •ERM programs and policies •Compliance programs and risk assessments Corporate Governance •Corporate governance policies and practices •Board succession planning •Corporate impact and sustainability landscape, policies, and performance •Shareholder engagement •Political and charitable contributions •Code of Ethics and Director Code Finance & Technology •Capital deployment •Operating plan/budget •Technology strategy •Cybersecurity •Artificial Intelligence •Investment strategy •Material mergers, acquisitions, and divestitures •Insurance coverage and related risk management People Resources •Executive compensation •Incentive compensation programs and policies •Succession planning •Human capital management (1)Reflects oversight responsibilities effective January 1, 2026.
March 2026 proxy, effective board committee oversight responsibilities · Filed 13/03/2026
As disclosed in “Corporate Governance Matters – Shareholder Engagement,” we have implemented several governance enhancements in recent years for which shareholders have expressed support in our engagement discussions, including the adoption of amendments to our By-Laws to provide for a proxy access right and the shareholder right to call a special meeting, and the elimination of supermajority voting provisions in our governing documents.
March 2026 proxy, adopted shareholder rights · Filed 13/03/2026
The Cigna Group's advantage comes from its ability to engage patients across more of that journey than most organizations, creating visibility into the factors that influence outcomes, affordability and experience.
September 2026 Investor Day disclosure, management claim of integrated-care advantage · Filed 30/09/2026
Supporting these patients requires a unique breadth of capabilities, and The Cigna Group's growth platforms work together to understand, anticipate and manage clinical complexity:
•
Evernorth Specialty & Care Services: Supports more than one million patients with complex conditions and delivers more than 8 million prescriptions annually, combining deep clinical expertise, nationwide provider and distribution capabilities, and personalized support models that improve access, adherence, and outcomes.
September 2026 Investor Day disclosure, specialty operating scale and claimed outcomes · Filed 30/09/2026
As we continue to scale these capabilities, we will create value for customers, clients and shareholders alike through better outcomes, lower costs and a more connected health care experience.”
September 2026 Investor Day disclosure, prospective benefits of scaling capabilities · Filed 30/09/2026
◦
Adjusted income from operations, pre-tax1, decreased 27%, primarily reflecting client-focused initiatives, including large client contract renewals, and customer-focused initiatives, consistent with prior commentary.
July 2026 earnings disclosure, PBM earnings decline and renewals · Filed 30/07/2026
•
For Specialty and Care Services second quarter 2026 relative to second quarter 2025:
◦
Adjusted revenues3 increased 4% reflecting strong specialty volume growth.
July 2026 earnings disclosure, specialty volume and revenue growth · Filed 30/07/2026
◦
Adjusted income from operations, pre-tax1, increased 22% primarily reflecting strong organic growth in specialty businesses, including higher generic and biosimilar adoption which benefits clients and patients by delivering lower costs, and operating efficiencies.
July 2026 earnings disclosure, specialty earnings growth and efficiencies · Filed 30/07/2026
Financial Results (dollars in millions):
Three Months Ended
Six Months
Ended
June 30,
March 31,
June 30,
2026
2025
2026
2026
Adjusted Revenues3,7
$
11,728
$
10,754
$
11,477
$
23,205
Adjusted Income from Operations, Pre-Tax1
$
1,276
$
1,094
$
1,514
$
2,790
Margin, Pre-Tax6
10.9
%
10.2
%
13.2
%
12.0
%
•
Second quarter 2026 adjusted revenues3 increased 9% relative to second quarter 2025, primarily reflecting premium rate increases to cover expected increases in medical costs.
July 2026 earnings disclosure, Healthcare results and premium rate increases · Filed 30/07/2026
Healthcare
16,678
16,355
16,623
16,423
International Health
1,735
1,691
1,711
1,695
Total Medical Customers5
18,413
18,046
18,334
18,118
Behavioral Care
27,621
23,852
27,558
28,269
Dental
18,488
18,446
18,558
18,438
Total Customer Relationships
182,765
182,236
185,470
188,428
•
Total customer relationships at June 30, 2026 decreased 3% from December 31, 2025 to 182.8 million.
July 2026 earnings disclosure, medical customers and customer relationships · Filed 30/07/2026
•
Total pharmacy customers at June 30, 2026 decreased 4% from December 31, 2025 to 118.2 million, reflecting expected client transitions and lower membership from health plan clients.
July 2026 earnings disclosure, pharmacy customer contraction · Filed 30/07/2026
Votes For
Votes Against
Abstentions
Broker Non-Votes
104,982,574
114,173,793
464,464
17,604,610
SIGNATURE
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.
April 2026 voting results, written-consent proposal votes · Filed 27/04/2026
Effective July 1, 2026, Mr. Evanko’s annual rate of base salary will be $1,300,000; his Enterprise Incentive Plan (“EIP”) annual target will be $2,600,000; and his Long-Term Incentive (“LTI”) annual target will be $15,100,000.
March 2026 Form 8-K, approved incoming CEO compensation targets · Filed 03/03/2026
Evanko will comprise 60% Strategic Performance Shares (“SPS”), the payout of which is based upon achievement of absolute and relative performance goals over a three-year performance period, 25% restricted stock and 15% stock options.
March 2026 Form 8-K, incoming CEO prospective equity award mix · Filed 03/03/2026
In addition, the Board approved a one-time additional LTI award with an aggregate grant date target value of $3,500,000 (the “Transitional Equity Award”), subject to his assumption of the CEO role on July 1, 2026.
March 2026 Form 8-K, conditional transitional equity award · Filed 03/03/2026
