Cigna Group
Cigna Group (CI) Economic Moat Analysis—
Competitive advantages, dated evidence and erosion risks.
Uncertain economic moat
Cigna demonstrates substantial operations, profitable execution and large-client contract renewals or extensions, but the passages do not establish durable switching costs, network effects, differentiated assets or relative cost advantages. PBM price reductions and increased rebate sharing demonstrate weak realized pricing power. Clinical capabilities and integrated services remain possible sources of advantage rather than demonstrated moats. The rebate-free transition has no demonstrated durable economic outcome here. Persistent client losses despite concessions, or sustained deterioration in contract economics after recontracting, would invalidate a future moat thesis. Evidence of durable customer persistence and relative cost benefits through these changes would support reconsideration.
Changes since the previous analysis
- Retains the previous uncertain moat verdict; renewed or extended large-client contracts provide evidence of repeat demand but do not establish durable switching barriers.
- Adds assessments of disclosed compensation, governance, insurer financial strength and capital allocation.
- Separates strong 2025 cash generation from weaker interim cash conversion, factoring effects and realized investment losses.
Evidence limitations
- All evidence comes from issuer filings. Reported transactions and results support numerical grades, while statements of differentiation and future benefits remain management assertions.
- No supplied passage identifies a named entity as a competitor. Companies mentioned as clients, transaction counterparties, investments or directors' employers do not establish competitor coverage.
- No comparative servicing costs, quantified switching costs, renewal economics or demonstrated network effects establish a durable relative advantage.
- Solvency passages are fragmented and omit actual adjusted-surplus/RBC ratios, statutory surplus amounts and required buffers. No regulatory headroom is inferred.
- Claims reserve development, reinsurance counterparty quality and a quantified asset/liability duration gap are absent.
- Ownership-table headings omit individual holdings. Disclosed incentive terms, actual forfeitures and changes in CEO holdings provide narrower alignment evidence.
- Financial grades use sources filed in February–July 2026, within 550 days of October 18, 2026. Source dates retain their filed dateKind; interim results are not annualized.
- Evidence references identify immutable catalog passages; no excerpt text is reproduced.
Financial indicators to test against the thesis
Calculated from annual filings. Missing data remains unavailable. Detailed financial charts remain in the other topics.
| Period | Gross margin | Operating margin | ROIC | FCF margin |
|---|---|---|---|---|
| 2021 | 32.5% | 4.6% | — | — |
| 2022 | 30.8% | 4.7% | — | — |
| 2023 | 31.5% | 4.4% | — | — |
| 2024 | 26.1% | 3.8% | — | — |
| 2025 | 21.8% | 3.3% | — | — |
Pricing power38
- Pricing outcomes
Competition has actually caused PBM price reductions and greater sharing of manufacturer rebates and fees. The passages show fragile realized pricing rather than merely hypothetical pressure.
- Customer demand
Undertaken renewals or extensions of large-client contracts support repeat demand. Affordability-related recontracting and historical concessions qualify that evidence; retention rates and renewal profitability are absent.
- Margin resilience
Historical competitive margin pressure coexists with substantial 2025 earnings and cash generation. This supports mixed resilience, assessed indirectly from operating results; comparable segment margins and repricing offsets are missing.
- Pricing freedom
Premiums are generally fixed annually in advance, regulators can restrict premium and fee changes, and pharmacy pricing faces regulatory constraints. Discretion exists but is materially constrained.
Management63
- Capital discipline
Strong 2025 cash generation, a completed divestiture and reduced 2026 repurchases support discipline. The $2.7 billion VillageMD impairment and weak interim cash conversion prevent a stronger assessment.
- Incentive alignment
Actual three-year awards combine relative TSR and cumulative adjusted-income conditions; terminated executives actually forfeited awards, and CEO holdings excluding unvested restricted stock increased. These demonstrate meaningful alignment, without establishing exceptional incentive effectiveness or current ownership concentration.
- Execution
Revenue growth, earnings, cash generation and the completed portfolio sale demonstrate execution indirectly through operating outcomes. The realized investment impairment, weaker interim cash conversion and unproven transformation economics make the record mixed.
- Governance
Disclosed committee responsibilities, implemented proxy access and special-meeting rights, removal of supermajority provisions and an operative clawback policy support strong governance practices. Effective disclosure controls are management's conclusion; these disclosures do not prove exceptional oversight outcomes.
Sources and methodology
Current publication · Updated 18/10/2026 · Version 4
AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 4/6 · 18/10/2026
Moat—
Insufficient evidence for every rubric criterion; no category score is inferred.
structural advantage · — · Clinical expertise and an integrated portfolio are disclosed capabilities, but relative cost savings, exclusivity and barriers to replication are unestablished.
durability · — · Client renewals provide some persistence evidence, but their terms and duration are absent and the changing PBM model has no demonstrated durable outcome.
customer dependency · — · Large-client renewals or extensions do not establish costly switching, operational dependence or an inability to replace Cigna.
erosion resilience · — · Historical pricing concessions demonstrate erosion, while the resilience of any structural advantage through regulation and recontracting remains unestablished.
Pricing power38
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 1/4 · Competition has actually caused PBM price reductions and greater sharing of manufacturer rebates and fees. The passages show fragile realized pricing rather than merely hypothetical pressure.
retention · 2/4 · Undertaken renewals or extensions of large-client contracts support repeat demand. Affordability-related recontracting and historical concessions qualify that evidence; retention rates and renewal profitability are absent.
margin resilience · 2/4 · Historical competitive margin pressure coexists with substantial 2025 earnings and cash generation. This supports mixed resilience, assessed indirectly from operating results; comparable segment margins and repricing offsets are missing.
contractual freedom · 1/4 · Premiums are generally fixed annually in advance, regulators can restrict premium and fee changes, and pharmacy pricing faces regulatory constraints. Discretion exists but is materially constrained.
Predictability97
Financial-sector stability over five 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
Financial strength—
Insufficient current sector evidence for every criterion; no category score is inferred.
capital adequacy · — · The regime references adjusted surplus relative to RBC, but actual subsidiary ratios, applicable thresholds and buffers are missing. Fragmented compliance language and consolidated GAAP equity cannot establish current statutory capital adequacy.
liquidity funding · 2/4 · June 2026 cash, equivalents and restricted cash total $6.356 billion, with an undrawn $6.5 billion revolver. Offsetting factors include $710 million of half-year operating cash flow, $975 million of net short-term borrowing, factoring and restrictions on upstream insurance dividends. Not all reported cash is freely available.
asset liability risk · 2/4 · Segregated matching portfolios and liability-related derivatives support risk management. The mortgage portfolio includes $186 million in the 80%–100% LTV band with 0.84 average debt-service coverage, alongside alternative investments and external reinsurance recoverables. Reserve development, counterparty quality and quantified mismatch remain missing.
earnings resilience · 2/4 · Shareholder earnings remained positive across 2023–2025 and rose to $3.314 billion in first-half 2026 from $2.855 billion. However, the registrant-only schedule identifies a large 2025 disposal gain, 2024 included a major impairment, and 2026 recorded $1.555 billion of other comprehensive loss. Recurring underwriting resilience is incompletely disclosed.
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 shareholder equity of $41.713 billion and $42.620 billion demonstrate positive consolidated accounting returns. Other comprehensive losses materially reduce comprehensive returns; insurance-only statutory returns and returns on new investments are absent.
distributions and buffers · 2/4 · First-half 2026 dividends declared and repurchases were below shareholder earnings, and repurchases declined sharply. Cash dividends and repurchase payments nevertheless exceeded interim operating cash flow, while statutory buffers and unrestricted upstream capacity are not quantified. Disclosed liquidity prevents treating this as established distress.
dilution and cost · 2/4 · Employee-plan issuance added $225 million to equity in first-half 2026 versus $250 million of recorded repurchases. Restricted-stock and performance-share expenses remain committed, while disclosed debt coupons and higher interest expense demonstrate financing costs. Total current compensation expense and weighted-average share trends are incomplete.
investment discipline · 1/4 · The full $2.7 billion VillageMD impairment is direct adverse evidence of investment outcomes. The completed divestiture demonstrates portfolio action, but returns on the $3.5 billion Shields investment and other commitments are not demonstrated, limiting evidence of improvement.
Management63
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Strong 2025 cash generation, a completed divestiture and reduced 2026 repurchases support discipline. The $2.7 billion VillageMD impairment and weak interim cash conversion prevent a stronger assessment.
incentive alignment · 3/4 · Actual three-year awards combine relative TSR and cumulative adjusted-income conditions; terminated executives actually forfeited awards, and CEO holdings excluding unvested restricted stock increased. These demonstrate meaningful alignment, without establishing exceptional incentive effectiveness or current ownership concentration.
execution · 2/4 · Revenue growth, earnings, cash generation and the completed portfolio sale demonstrate execution indirectly through operating outcomes. The realized investment impairment, weaker interim cash conversion and unproven transformation economics make the record mixed.
governance · 3/4 · Disclosed committee responsibilities, implemented proxy access and special-meeting rights, removal of supermajority provisions and an operative clawback policy support strong governance practices. Effective disclosure controls are management's conclusion; these disclosures do not prove exceptional oversight outcomes.
Evidence
•Deep clinical expertise in evaluating medicines, digital therapeutics and other health solutions for efficacy and value to assist clients in selecting a cost-effective formulary as well as in leveraging evidence-based guidelines to ensure patients receive the most medically appropriate treatments.
Business: clinical expertise · Filed 26/02/2026
•Modular portfolio tailored to client needs, using the combined strengths and capabilities of Evernorth Health Services, as well as strategic partnerships, to deliver better, more efficient care for patients; better experiences for clients, providers and customers; and enhanced choices for clients and customers through our open architecture model.
Business: modular portfolio and open architecture · 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.
Risk factors: realized PBM price reductions and rebate sharing · Filed 26/02/2026
In addition, legislative reforms and regulatory or executive actions related to rebates, reporting, owned pharmacies and other activities may adversely affect our ability to price our pharmacy products and services appropriately, as well as our competitive position, cash flows, financial condition and results of operations.
Risk factors: regulation and pharmacy pricing · 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.
Risk factors: annual 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.
Risk factors: premium and fee restrictions · Filed 26/02/2026
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).
MD&A: large-client renewals, extensions and recontracting · Filed 30/07/2026
These initiatives are intended to support long-term growth, reduce medication costs and enhance transparency, and are expected to impact income from operations.
MD&A: intended benefits and expected income effects of initiatives · Filed 30/07/2026
We: •Grew full-year total revenues to $275 billion, an increase of 11% year over year.
Proxy statement: 2025 revenue results · 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.
Proxy statement: 2025 earnings and operating cash flow · 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.
Proxy statement: Shields investment and completed business sale · Filed 13/03/2026
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.
Risk factors: realized VillageMD impairment · Filed 26/02/2026
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.
Consolidated statements of changes in equity: six months ended June 30, 2026 and 2025 · 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.
Consolidated cash flow statements: six months ended June 30, 2026 and 2025 · 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").
Debt note: revolving credit facility · Filed 30/07/2026
As of June 30, 2026, there was no outstanding balance under the Credit Agreement.
Debt note: undrawn revolving facility at June 30, 2026 · Filed 30/07/2026
Our businesses generate significant cash flows from operations, some of which is subject to regulatory restrictions relative to the amount and timing of dividend payments to the parent company.
Liquidity and capital resources: restrictions on upstream dividends · 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.
Accounts receivable note: outstanding sold receivables · Filed 30/07/2026
Amounts associated with the Facilities are reflected within Net cash provided by operating activities in the Consolidated Statements of Cash Flows.
Accounts receivable note: factoring classified in operating cash flow · Filed 30/07/2026
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.
Regulation: adjusted surplus relative to RBC · 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.
Investment assets: segregated portfolios and duration matching · Filed 26/02/2026
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.
Investment note: commercial mortgage credit profile · Filed 30/07/2026
The following table provides the carrying value information for these investments: Carrying Value as of (In millions) June 30, 2026 December 31, 2025 Real estate investments $ 1,971 $ 1,895 Securities partnerships 3,082 2,948 Other 193 194 Total $ 5,246 $ 5,037 B.Derivative Financial Instruments The Company uses derivative financial instruments to manage the characteristics of investment assets (such as duration, yield, currency and liquidity) to meet the varying demands of the related insurance and contractholder liabilities.
Investment note: alternative investments and liability-related hedging · Filed 30/07/2026
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.
Insurance liabilities: external reinsurance recoverables · Filed 26/02/2026
FS-1 THE CIGNA GROUP AND SUBSIDIARIES SCHEDULE I CONDENSED FINANCIAL INFORMATION OF THE CIGNA GROUP (REGISTRANT) STATEMENTS OF INCOME For the Years Ended December 31, (In millions) 2025 2024 2023 Revenues Net investment income and other revenue $ 21 $ 26 $ 22 Intercompany interest income 469 469 516 Total revenues 490 495 538 Operating expenses Selling, general and administrative expenses 5 14 2 Total operating expenses 5 14 2 lncome from operations 485 481 536 Interest expense and other (1,365) (1,388) (1,332) Gain on sale of businesses 4,890 — — Intercompany interest expense — (2) (118) lncome (loss) before income taxes 4,010 (909) (914) Income tax benefits (201) (189) (192) lncome (loss) of parent company 4,211 (720) (722) Equity in income of subsidiaries 1,746 4,154 5,886 Shareholders' net income 5,957 3,434 5,164 Shareholders' other comprehensive (loss) income, net of tax Net unrealized (depreciation) appreciation on securities and derivatives (238) 661 503 Net long-duration insurance and contractholder liabilities measurement adjustments (291) (1,067) (715) Net translation gains (losses) of foreign currencies 71 (49) 5 Postretirement benefits liability adjustment (7) (22) 1 Shareholders' other comprehensive loss, net of tax (465) (477) (206) Shareholders' comprehensive income $ 5,492 $ 2,957 $ 4,958 See Notes to Financial Statements on the following pages.
Schedule I: registrant-only income statements and equity in subsidiaries · Filed 26/02/2026
94 The following table shows the status of, and changes in, restricted stock awards: For the Years Ended December 31, 2025 2024 2023 (Awards in thousands) Grants/Units Weighted Average Fair Value at Award Date Grants/Units Weighted Average Fair Value at Award Date Grants/Units Weighted Average Fair Value at Award Date Outstanding - January 1 1,250 $ 302.42 1,404 $ 257.38 1,535 $ 219.25 Awarded 701 $ 305.67 624 $ 319.39 700 $ 294.60 Vested (664) $ 284.20 (713) $ 245.35 (759) $ 214.70 Forfeited (149) $ 316.12 (65) $ 283.62 (72) $ 256.24 Outstanding - December 31 1,138 $ 313.25 1,250 $ 302.42 1,404 $ 257.38 The fair value of vested restricted stock at the vesting date was as follows: For the Years Ended December 31, (In millions) 2025 2024 2023 Fair value of vested restricted stock $ 203 $ 238 $ 220 Approximately 8,400 employees held 1.1 million restricted stock awards at the end of 2025 with $187 million of related compensation expense to be recognized over the next two years (weighted average period).
Share-based compensation: restricted stock and unrecognized expense · Filed 26/02/2026
Approximately 600 employees held 505,000 SPSs at the end of 2025, and $43 million of related compensation expense is expected to be recognized over the next two years.
Share-based compensation: outstanding strategic performance shares · Filed 26/02/2026
Principal Maturity Date Interest Rate Net Proceeds Redeemable Date(1) "Make Whole" Premium (2) $1,000 million September 15, 2030 4.500% $994 million August 15, 2030 15 $1,250 million September 15, 2032 4.875% $1,245 million July 15, 2032 15 $1,500 million January 15, 2036 5.250% $1,490 million October 15, 2035 15 $750 million January 15, 2056 6.000% $736 million July 15, 2055 20 (1) Redeemable at any time prior to this date at a "make whole" premium, defined below.
Debt note: September 2025 senior-note maturities and coupons · Filed 26/02/2026
Financial Summary Three Months Ended June 30, Change Six Months Ended June 30, Change (In millions) 2026 2025 2026 2025 Pre-tax adjusted loss from operations $ (410) $ (382) 7 % $ (814) $ (793) 3 % Three and Six Months Ended June 30, 2026 versus Three and Six Months Ended June 30, 2025 Pre-tax adjusted loss from operations increased for both periods, primarily due to higher interest expense.
MD&A financial summary: higher interest expense and adjusted losses · Filed 30/07/2026
D.Strategic Performance Shares ("SPSs") The Company awards SPSs to executives and certain other key employees generally with a performance period of three years.
Share-based compensation: three-year executive performance awards · Filed 26/02/2026
Half of these shares are subject to a market condition (total shareholder return relative to industry peer companies), and half are subject to a performance condition (cumulative adjusted net income).
Share-based compensation: relative TSR and adjusted-income conditions · Filed 26/02/2026
Palmer and Ms. Eder forfeited their 2025–2027 SPS awards in connection with their terminations.
Executive compensation: actual forfeiture of performance awards · Filed 13/03/2026
Cordani’s holdings of The Cigna Group common stock, net of unvested restricted stock, increased 39%.
Executive compensation: change in CEO stock holdings · 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.
Corporate governance: board and committee risk 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.
Corporate governance: implemented shareholder rights · Filed 13/03/2026
This policy provides that, upon the occurrence of an accounting restatement of the Company’s financial statements to correct an error, the Committee must recoup incentive-based compensation that was erroneously granted, earned, or vested to our current and former “officers” (as defined under Rule 16a-1 of the Exchange Act) based wholly or in part upon the attainment of any financial reporting measure, subject to limited exceptions.
Executive compensation: mandatory restatement clawback policy · Filed 13/03/2026
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.
Controls and procedures: management effectiveness conclusion · Filed 30/07/2026
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).
Contractual obligations: purchase commitments · Filed 26/02/2026
We repurchased 0.9 million shares for approximately $250 million during the six months ended June 30, 2026, compared with repurchases of 8.2 million shares for approximately $2.6 billion during the six months ended June 30, 2025.
Capital resources: realized share repurchases · Filed 30/07/2026
Publication history
| Version | Updated | Competitive advantage |
|---|---|---|
| 4 | 18/10/2026 | uncertain |
| 3 | 18/10/2026 | uncertain |
| 2 | 18/10/2026 | uncertain |
| 1 | 18/10/2026 | Unavailable |
Sources
Research methodology and limitations · What is an economic moat?