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1、UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended March 31,2024OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For

2、 the transition period from _ to _Commission File Number 001-38769The Cigna Group(Exact name of registrant as specified in its charter)Delaware82-4991898(State or other jurisdiction of incorporation or organization)(I.R.S.Employer Identification No.)900 Cottage Grove RoadBloomfield,Connecticut 06002

3、(Address of principal executive offices)(Zip Code)(860)226-6000(Registrants telephone number,including area code)Not Applicable(Former name,former address and former fiscal year,if changed since last report)Securities registered pursuant to Section 12(b)of the Act:Title of each classTrading Symbol(s

4、)Name of each exchange on which registeredCommon Stock,Par Value$0.01CINew York Stock Exchange,Inc.Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during thepreceding 12 months(or for such shorter

5、 period that the registrant was required to file such reports),and(2)has been subject to such filing requirements for the past90 days.Yes NoIndicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulati

6、onS-T during the preceding 12 months(or for such shorter period that the registrant was required to submit such files).Yes NoIndicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or an emerginggrowth compan

7、y.See definitions of large accelerated filer,accelerated filer,smaller reporting company,and emerging growth company in Rule 12b-2 of theExchange Act.Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting companyEmerging growth companyIf an emerging growth company,indicate by

8、 check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of t

9、he Exchange Act).Yes NoAs of April 30,2024,284,074,001 shares of the issuers common stock were outstanding.THE CIGNA GROUPTABLE OF CONTENTSPagePART IFINANCIAL INFORMATIONItem 1.Financial Statements(Unaudited)3Consolidated Statements of Income3Consolidated Statements of Comprehensive Income4Consolida

10、ted Balance Sheets5Consolidated Statements of Changes in Total Equity6Consolidated Statements of Cash Flows7Notes to the Consolidated Financial Statements8Item 2.Managements Discussion and Analysis of Financial Condition and Results of Operations33Item 3.Quantitative and Qualitative Disclosures Abou

11、t Market Risk48Item 4.Controls and Procedures48PART IIOTHER INFORMATIONItem 1.Legal Proceedings50Item 1A.Risk Factors50Item 2.Unregistered Sales of Equity Securities and Use of Proceeds50Item 5.Other Information50Item 6.Exhibits52SIGNATURE53As used herein,the term Company refers to one or more of Th

12、e Cigna Group and its consolidated subsidiaries.Part I.FINANCIAL INFORMATIONItem 1.FINANCIAL STATEMENTSThe Cigna GroupConsolidated Statements of IncomeUnauditedThree Months Ended March 31,(In millions,except per share amounts)20242023RevenuesPharmacy revenues$42,036$32,144 Premiums11,603 11,025 Fees

13、 and other revenues3,326 3,071 Net investment income290 277 TOTAL REVENUES57,255 46,517 Benefits and expensesPharmacy and other service costs41,431 31,459 Medical costs and other benefit expenses9,440 9,046 Selling,general and administrative expenses3,705 3,538 Amortization of acquired intangible as

14、sets423 459 TOTAL BENEFITS AND EXPENSES54,999 44,502 Income from operations2,256 2,015 Interest expense and other(322)(358)Loss on sale of businesses(19)Net realized investment losses(1,836)(56)Income before income taxes79 1,601 TOTAL INCOME TAXES291 295 Net(loss)income(212)1,306 Less:Net income att

15、ributable to noncontrolling interests65 39 SHAREHOLDERS NET(LOSS)INCOME$(277)$1,267 Shareholders net(loss)income per shareBasic$(0.97)$4.28 Diluted$(0.97)$4.24 The accompanying Notes to the Consolidated Financial Statements(unaudited)are an integral part of these statements.3The Cigna GroupConsolida

16、ted Statements of Comprehensive IncomeUnauditedThree Months Ended March 31,(In millions)20242023Net(loss)income$(212)$1,306 Other comprehensive income(loss),net of taxNet unrealized appreciation on securities and derivatives121 194 Net long-duration insurance and contractholder liabilities measureme

17、nt adjustments(560)(331)Net translation(losses)gains on foreign currencies(26)16 Postretirement benefits liability adjustment5 10 Other comprehensive loss,net of tax(460)(111)Total comprehensive(loss)income(672)1,195 Comprehensive income(loss)attributable to noncontrolling interestsNet income attrib

18、utable to redeemable noncontrolling interests 34 Net income attributable to other noncontrolling interests65 5 Total comprehensive income attributable to noncontrolling interests65 39 SHAREHOLDERS COMPREHENSIVE(LOSS)INCOME$(737)$1,156 The accompanying Notes to the Consolidated Financial Statements(u

19、naudited)are an integral part of these statements.4The Cigna GroupConsolidated Balance SheetsUnauditedAs ofMarch 31,As ofDecember 31,(In millions)20242023AssetsCash and cash equivalents$8,439$7,822 Investments1,108 925 Accounts receivable,net20,563 17,722 Inventories4,630 5,645 Other current assets2

20、,263 2,169 Assets of businesses held for sale6,354 3,068 Total current assets43,357 37,351 Long-term investments16,025 17,985 Reinsurance recoverables4,672 4,835 Property and equipment3,607 3,695 Goodwill44,258 44,259 Other intangible assets30,491 30,863 Other assets3,293 3,421 Separate account asse

21、ts7,416 7,430 Assets of businesses held for sale,non-current 2,922 TOTAL ASSETS$153,119$152,761 LiabilitiesCurrent insurance and contractholder liabilities$5,788$5,514 Pharmacy and other service costs payable24,284 19,815 Accounts payable8,118 8,553 Accrued expenses and other liabilities8,857 9,955

22、Short-term debt1,715 2,775 Liabilities of businesses held for sale3,215 2,104 Total current liabilities51,977 48,716 Non-current insurance and contractholder liabilities10,641 10,904 Deferred tax liabilities,net7,029 7,173 Other non-current liabilities3,653 3,441 Long-term debt31,053 28,155 Separate

23、 account liabilities7,416 7,430 Liabilities of businesses held for sale,non-current 591 TOTAL LIABILITIES111,769 106,410 Contingencies Note 16Redeemable noncontrolling interests 107 Shareholders equityCommon stock 4 4 Additional paid-in capital30,292 30,669 Accumulated other comprehensive loss(2,324

24、)(1,864)Retained earnings40,978 41,652 Less:Treasury stock,at cost(27,769)(24,238)TOTAL SHAREHOLDERS EQUITY41,181 46,223 Other noncontrolling interests169 21 Total equity41,350 46,244 Total liabilities and equity$153,119$152,761 Par value per share,$0.01;shares issued,402 million as of March 31,2024

25、 and 400 million as of December 31,2023;authorized shares,600 million.The accompanying Notes to the Consolidated Financial Statements(unaudited)are an integral part of these statements.(1)(1)5The Cigna GroupConsolidated Statements of Changes in Total EquityUnauditedThree Months Ended March 31,2024(I

26、n millions)CommonStockAdditionalPaid-inCapitalAccumulated OtherComprehensive(Loss)RetainedEarningsTreasuryStockShareholdersEquityOther Non-controllingInterestsTotal EquityRedeemableNoncontrollingInterestsBalance at December 31,2023$4$30,669$(1,864)$41,652$(24,238)$46,223$21$46,244$107 Effects of iss

27、uing stock for employee benefitsplans263(114)149 149 Other comprehensive loss(460)(460)(460)Net(loss)income(277)(277)65(212)Common dividends declared(per share:$1.40)(397)(397)(397)Repurchase of common stock(640)(3,417)(4,057)(4,057)Other transactions impacting noncontrollinginterests 83 83(107)Bala

28、nce at March 31,2024$4$30,292$(2,324)$40,978$(27,769)$41,181$169$41,350$Three Months Ended March 31,2023(In millions)CommonStockAdditionalPaid-inCapitalAccumulated OtherComprehensive(Loss)RetainedEarningsTreasuryStockShareholdersEquityOther Non-controllingInterestsTotal EquityRedeemableNoncontrollin

29、gInterestsBalance at December 31,2022$4$30,233$(1,658)$37,940$(21,844)$44,675$13$44,688$66 Effect of issuing stock for employee benefitplans99(104)(5)(5)Other comprehensive loss(111)(111)(111)Net income1,267 1,267 5 1,272 34 Common dividends declared(per share:$1.23)(366)(366)(366)Repurchase of comm

30、on stock(958)(958)(958)Other transactions impacting noncontrollinginterests (2)(2)(22)Balance at March 31,2023$4$30,332$(1,769)$38,841$(22,906)$44,502$16$44,518$78 The accompanying Notes to the Consolidated Financial Statements(unaudited)are an integral part of these statements.6The Cigna GroupConso

31、lidated Statements of Cash FlowsUnauditedThree Months Ended March 31,(In millions)20242023Cash Flows from Operating ActivitiesNet(loss)income$(212)$1,306 Adjustments to reconcile net(loss)income to net cash provided by operating activities:Depreciation and amortization741 749 Realized investment los

32、ses,net1,836 56 Deferred income tax benefit(102)(108)Loss on sale of businesses19 Net changes in assets and liabilities,net of non-operating effects:Accounts receivable,net(2,687)(479)Inventories1,015 566 Reinsurance recoverable and Other assets68 72 Insurance liabilities532 1,533 Pharmacy and other

33、 service costs payable4,637 539 Accounts payable and Accrued expenses and other liabilities(1,068)690 Other,net61 104 NET CASH PROVIDED BY OPERATING ACTIVITIES4,840 5,028 Cash Flows from Investing ActivitiesProceeds from investments sold:Debt securities and equity securities268 196 Investment maturi

34、ties and repayments:Debt securities and equity securities179 257 Commercial mortgage loans4 4 Other sales,maturities and repayments(primarily short-term and other long-term investments)272 160 Investments purchased or originated:Debt securities and equity securities(180)(2,794)Commercial mortgage lo

35、ans(32)Other(primarily short-term and other long-term investments)(594)(377)Property and equipment purchases,net(300)(408)Divestitures,net of cash sold 22 Other,net(112)(43)NET CASH USED IN INVESTING ACTIVITIES(495)(2,983)Cash Flows from Financing ActivitiesDeposits and interest credited to contract

36、holder deposit funds43 45 Withdrawals and benefit payments from contractholder deposit funds(65)(48)Net change in short-term debt(364)(9)Repayment of long-term debt(2,210)(80)Net proceeds on issuance of long-term debt4,462 1,491 Repurchase of common stock(4,022)(962)Issuance of common stock181 30 Co

37、mmon stock dividend paid(401)(368)Other,net(153)(136)NET CASH USED IN FINANCING ACTIVITIES(2,529)(37)Effect of foreign currency rate changes on cash,cash equivalents and restricted cash(9)5 Net increase in cash,cash equivalents and restricted cash1,807 2,013 Cash,cash equivalents and restricted cash

38、 January 1,8,337 5,976 Cash,cash equivalents and restricted cash,March 31,10,144 7,989 Cash and cash equivalents reclassified to assets of businesses held for sale(1,660)Cash,cash equivalents and restricted cash March 31,per Consolidated Balance Sheets$8,484$7,989 Supplemental Disclosure of Cash Inf

39、ormation:Income taxes paid,net of refunds$110$77 Interest paid$336$322 Restricted cash and cash equivalents were reported in other long-term investments.The accompanying Notes to the Consolidated Financial Statements(unaudited)are an integral part of these statements.(1)(1)(1)7THE CIGNA GROUPNOTES T

40、O THE CONSOLIDATED FINANCIAL STATEMENTS(UNAUDITED)TABLE OF CONTENTSNote NumberFootnotePageBUSINESS AND CAPITAL STRUCTURE1Description of Business92Summary of Significant Accounting Policies93Accounts Receivable,Net104Supplier Finance Program105Assets and Liabilities of Businesses Held for Sale116Earn

41、ings Per Share117Debt128Common and Preferred Stock14INSURANCE INFORMATION9Insurance and Contractholder Liabilities1510Reinsurance19INVESTMENTS11Investments2012Fair Value Measurements2313Variable Interest Entities2714Accumulated Other Comprehensive Income(Loss)27COMPLIANCE,REGULATION AND CONTINGENCIE

42、S15Income Taxes2816Contingencies and Other Matters29RESULTS DETAILS17Segment Information308Note 1 Description of BusinessThe Cigna Group,together with its subsidiaries(either individually or collectively referred to as the Company,we,us or our),is a global health companycommitted to creating a bette

43、r future built on the vitality of every individual and every community.We relentlessly challenge ourselves to partner and innovatesolutions for better health.Powered by our people and our brands,we advance our mission to improve the health and vitality of those we serve.Our subsidiaries offer a diff

44、erentiated set of pharmacy,medical,behavioral,dental and related products and services.The majority of these products and servicesare offered through employers and other groups such as governmental and non-governmental organizations,unions and associations.Cigna Healthcare also offershealth and dent

45、al insurance and Medicare products to individuals in the United States and selected international markets.In addition to these operations,The CignaGroup also has certain run-off operations.A full description of our segments follows:The Evernorth Health Services reportable segment now presents the Ph

46、armacy Benefit Services and the Specialty and Care Services operating segments,whichpartner with health plans,employers,governmental organizations and health care providers to solve challenges in the areas of pharmacy benefits,home deliverypharmacy,specialty pharmacy,specialty distribution,and care

47、delivery and management solutions.Pharmacy Benefit Services drives high-quality,cost-effective pharmacy care through various services such as drug claim adjudication,retail pharmacy networkadministration,benefit design consultation,drug utilization review,drug formulary management and access to our

48、home delivery pharmacy.Specialty and CareServices provides specialty drugs for the treatment of complex and rare diseases,specialty distribution of pharmaceuticals and medical supplies,as well as clinicalprograms to help our clients drive better whole-person health outcomes through Care Delivery and

49、 Management Solutions.The Companys reporting units remainaligned with its operating segments and goodwill was allocated on a relative fair value basis.The Cigna Healthcare reportable segment includes the U.S.Healthcare and International Health operating segments,which provide comprehensive medical a

50、ndcoordinated solutions to clients and customers.U.S.Healthcare provides medical plans and specialty benefits and solutions for insured and self-insured clients,Medicare Advantage,Medicare Supplement and Medicare Stand-Alone Prescription Drug Plans for seniors and individual health insurance plans.I

51、nternationalHealth provides health care solutions in our international markets,as well as health care benefits for globally mobile individuals and employees of multinationalorganizations.In January 2024,the Company entered into a definitive agreement to sell the Medicare Advantage,Medicare Stand-Alo

52、ne Prescription Drug Plans,Medicare andOther Supplemental Benefits and CareAllies businesses within the U.S.Healthcare operating segment to Health Care Service Corporation(HCSC)forapproximately$3.3 billion cash,subject to applicable regulatory approvals and other customary closing conditions(the HCS

53、C transaction).See Note 5 to theConsolidated Financial Statements for further information.Other Operations comprises the remainder of our business operations,which includes our continuing business(corporate-owned life insurance(COLI)and ourrun-off and other non-strategic businesses.Our run-off busin

54、esses include(i)variable annuity reinsurance business that was effectively exited through reinsurancewith Berkshire Hathaway Life Insurance Company of Nebraska(Berkshire)in 2013,(ii)settlement annuity business,and(iii)individual life insurance andannuity and retirement benefits businesses which were

55、 sold through reinsurance agreements.Corporate reflects amounts not allocated to operating segments,including net interest expense(defined as interest on corporate financing less net investmentincome on investments not supporting segment and other operations),certain litigation matters,expense assoc

56、iated with our frozen pension plans,charitablecontributions,operating severance,certain overhead and enterprise-wide project costs and eliminations for products and services sold between segments.Note 2 Summary of Significant Accounting Policies Basis of PresentationThe Consolidated Financial Statem

57、ents include the accounts of The Cigna Group and its consolidated subsidiaries.Intercompany transactions and accounts havebeen eliminated in consolidation.These Consolidated Financial Statements were prepared in conformity with accounting principles generally accepted in the UnitedStates of America(

58、GAAP).Amounts recorded in the Consolidated Financial Statements necessarily reflect managements estimates and assumptions about medical costs,investment,tax andreceivable valuations,interest rates and other factors.Significant estimates are discussed throughout9these Notes;however,actual results cou

59、ld differ from those estimates.The impact of a change in estimate is generally included in earnings in the period ofadjustment.These interim Consolidated Financial Statements are unaudited but include all adjustments(including normal recurring adjustments)necessary,in the opinion ofmanagement,for a

60、fair statement of financial position and results of operations for the periods reported.The interim Consolidated Financial Statements and Notesshould be read in conjunction with the Consolidated Financial Statements and Notes included in the 2023 Annual Report on Form 10-K(2023 Form 10-K).Theprepara

61、tion of interim Consolidated Financial Statements necessarily relies heavily on estimates.This and other factors,including the seasonal nature of portions ofthe health care and related benefits business,as well as competitive and other market conditions,call for caution in estimating full-year resul

62、ts based on interimresults of operations.Recent Accounting PronouncementsThe Companys 2023 Form 10-K includes discussion of significant recent accounting pronouncements that either have impacted or may impact our financialstatements in the future.There are no updates on significant accounting pronou

63、ncements recently adopted or recently issued and not yet adopted that have occurredsince the Company filed its 2023 Form 10-K.Note 3 Accounts Receivable,NetThe following amounts were included within Accounts receivable,net:(In millions)March 31,2024December 31,2023Noninsurance customer receivables$9

64、,735$8,044 Pharmaceutical manufacturers receivables9,512 8,169 Insurance customer receivables2,045 2,359 Other receivables230 272 Total$21,522$18,844 Accounts receivable,net classified as assets of businesses held for sale(959)(1,122)Total$20,563$17,722 These accounts receivable are reported net of

65、our allowances of$4.5 billion as of March 31,2024 and$3.7 billion as of December 31,2023.These allowancesinclude contractual allowances for certain rebates receivable with pharmaceutical manufacturers and certain accounts receivable from third-party payors,discountsand claims adjustments issued to c

66、ustomers in the form of client credits,an allowance for current expected credit losses and other non-credit adjustments.The Companys allowance for current expected credit losses was$91 million as of March 31,2024 and$90 million as of December 31,2023.Accounts Receivable Factoring FacilityThe Company

67、 maintains an uncommitted factoring facility(the Facility)under which certain accounts receivable may be sold on a non-recourse basis to afinancial institution.The Facilitys total capacity is$1.0 billion and began in July 2023 with an initial term of two years,followed by automatic one year renewalt

68、erms unless terminated by either party.Further information regarding the accounting policy for the Facility can be found in Note 3 in the Companys 2023 Form10-K.For the three months ended March 31,2024,we sold$1.9 billion of accounts receivable under the Facility and factoring fees paid were not mat

69、erial.As ofMarch 31,2024,there were$93 million of sold accounts receivable that have not been collected from manufacturers and have been removed from the CompanysConsolidated Balance Sheets.At December 31,2023,all sold accounts receivable had been collected from manufacturers.As of March 31,2024 and

70、 December 31,2023,there were$722 million and$515 million,respectively,of collections from manufacturers that have not been remitted to the financial institution.Suchamounts are recorded within Accrued expenses and other liabilities in the Consolidated Balance Sheets.Note 4 Supplier Finance ProgramTh

71、e Company facilitates a voluntary supplier finance program(the Program)that provides suppliers the opportunity to sell their accounts receivable due from us(i.e.,our payment obligations to the suppliers)to a financial institution,on a non-recourse basis,in order to be paid earlier than our payment t

72、erms require.Furtherinformation regarding the Programs terms can be found in Note 4 in the Companys 2023 Form 10-K.10As of March 31,2024 and December 31,2023,$1.6 billion and$1.5 billion,respectively,of the Companys outstanding payment obligations were confirmed asvalid within the Program by the fin

73、ancial institution and are reflected in Accounts payable in the Consolidated Balance Sheets.The amounts confirmed as valid forboth periods are predominately associated with one supplier.As of March 31,2024,we have been informed by the financial institution that$327 million of theCompanys outstanding

74、 payment obligations were voluntarily elected by suppliers to be sold to the financial institution under the Program.Note 5 Assets and Liabilities of Businesses Held for SaleIn January 2024,the Company entered into the HCSC transaction for a total purchase price of approximately$3.3 billion cash,sub

75、ject to applicable regulatoryapprovals and other customary closing conditions.The transaction is expected to close in the first quarter of 2025.The assets and liabilities of businesses held for sale were as follows:(In millions)March 31,2024December 31,2023Cash and cash equivalents$1,660$467 Investm

76、ents1,341 1,438 Accounts receivable,net959 1,122 Other assets,including Goodwill 2,394 2,963 Total assets of businesses held for sale6,354 5,990 Insurance and contractholder liabilities2,081 1,636 All other liabilities1,134 1,059 Total liabilities of businesses held for sale$3,215$2,695 Includes Goo

77、dwill of$396 million as of March 31,2024 and December 31,2023.Integration and Transaction-related CostsIn 2024,the Company incurred costs related to the HCSC transaction.In 2023,the Company incurred net costs mainly related to the sale of our international life,accident and supplemental benefits bus

78、inesses(Chubb transaction).These costs consisted primarily of certain projects to separate or integrate the Companyssystems,products and services,fees for legal,advisory and other professional services and certain employment-related costs.These costs were$37 million pre-tax($29 million after-tax)for

79、 the three months ended March 31,2024 and$1 million pre-tax($1 million after-tax)for the three months ended March 31,2023.Note 6 Earnings Per ShareBasic and diluted earnings per share were computed as follows:Three Months EndedMarch 31,2024March 31,2023(Shares in thousands,dollars in millions,except

80、 per share amounts)BasicEffect ofDilutionDilutedBasicEffect ofDilutionDilutedShareholders net(loss)income$(277)$(277)$1,267$1,267 Shares:Weighted average286,465 286,465 295,706 295,706 Common stock equivalents 3,293 3,293 Total shares286,465 286,465 295,706 3,293 298,999 Earnings per share$(0.97)$(0

81、.97)$4.28$(0.04)$4.24 Due to the Shareholders net loss for the three months ended March 31,2024,8.2 million outstanding employee stock options,unvested restricted stock grants andunits and strategic performance shares were excluded in the computation of diluted earnings per share because their effec

82、t was anti-dilutive.For the three monthsended March 31,2023,0.9 million outstanding employee stock options were excluded in the computation of diluted earnings per share because their effect wasanti-dilutive.The Company held approximately 117.8 million shares of common stock in treasury at March 31,

83、2024,107.4 million shares as of December 31,2023 and 102.7million shares as of March 31,2023.(1)(1)11The increase in Treasury stock as of March 31,2024 and the reduction in weighted average shares outstanding for the three months ended March 31,2024 wasdriven in part by 7.6 million shares of our com

84、mon stock repurchased in February 2024 under the accelerated share repurchase agreements(the ASR agreements).Additionally,we expect final settlement of the ASR agreements to occur in the second quarter of 2024.See Note 8 for additional information.Note 7 DebtThe outstanding amounts of debt(net of is

85、suance costs,discounts or premiums)and finance leases were as follows:(In millions)March 31,2024December 31,2023Short-term debtCommercial paper$884$1,237$500 million,0.613%Notes due March 2024 500$790 million,3.500%Notes due June 2024789 996 Other,including finance leases42 42 Total short-term debt$

86、1,715$2,775 Long-term debt$900 million,3.250%Notes due April 2025881 882$1,216 million,4.125%Notes due November 20251,214 2,197$1,284 million,4.500%Notes due February 20261,285 1,502$550 million,1.250%Notes due March 2026 549 798$700 million,5.685%Notes due March 2026698 698$1,500 million,3.400%Note

87、s due March 20271,454 1,450$259 million,7.875%Debentures due May 2027259 259$600 million,3.050%Notes due October 2027598 597$3,800 million,4.375%Notes due October 20283,788 3,787$1,000 million,5.000%Notes due May 2029994$1,400 million,2.400%Notes due March 2030 1,394 1,493$1,500 million,2.375%Notes

88、due March 2031 1,382 1,397$750 million,5.125%Notes due May 2031745$45 million,8.080%Step Down Notes due January 2033 45 45$800 million,5.400%Notes due March 2033794 794$1,250 million,5.250%Notes due February 20341,242$190 million,6.150%Notes due November 2036190 190$2,200 million,4.800%Notes due Aug

89、ust 20382,193 2,193$750 million,3.200%Notes due March 2040744 744$121 million,5.875%Notes due March 2041119 119$448 million,6.125%Notes due November 2041487 487$317 million,5.375%Notes due February 2042315 315$1,500 million,4.800%Notes due July 20461,467 1,467$1,000 million,3.875%Notes due October 2

90、047989 989$3,000 million,4.900%Notes due December 20482,970 2,970$1,250 million,3.400%Notes due March 20501,237 1,237$1,500 million,3.400%Notes due March 20511,479 1,479$1,500 million,5.600%Notes due February 20541,482 Other,including finance leases59 66 Total long-term debt$31,053$28,155 Included i

91、n the February 2024 debt tender offers discussed below.The Company has entered into interest rate swap contracts hedging a portion of these fixed-rate debt instruments.See Note 11 to the Consolidated Financial Statements for further information about theCompanys interest rate risk management and the

92、se derivative instruments.Interest rate step down to 8.080%effective January 15,2023.Short-term and Credit Facilities DebtRevolving Credit Agreements.Our revolving credit agreements provide us with the ability to borrow amounts for general corporate purposes,including providingliquidity support if n

93、ecessary under our commercial paper program discussed below.As of March 31,2024,there were no outstanding balances under theserevolving credit agreements.(1)(2)(1)(1)(1)(1)(2)(3)(1)(2)(3)12In April 2024,The Cigna Group replaced our existing$4.0 billion five-year revolving credit and letter of credit

94、 agreement maturing in April 2028 and a$1.0 billion364-day revolving credit agreement maturing in April 2024 by entering into the following revolving credit agreements(the Credit Agreements):a$5.0 billion five-year revolving credit and letter of credit agreement that will mature in April 2029 with a

95、n option to extend the maturity date foradditional one-year periods,subject to consent of the banks.The Company can borrow up to$5.0 billion under the credit agreement for general corporatepurposes,with up to$500 million available for issuance of letters of credit.a$1.5 billion 364-day revolving cre

96、dit agreement that will mature in April 2025.The Company can borrow up to$1.5 billion under the credit agreementfor general corporate purposes.This agreement includes the option to term out any revolving loans that are outstanding at maturity by converting theminto a term loan maturing on the one-ye

97、ar anniversary of conversion.The increase in the aggregate size of our revolving credit agreements from$5.0 billion to$6.5 billion will provide enhanced liquidity to support the continuedgrowth of our business.Each of the Credit Agreements include an option to increase commitments in an aggregate am

98、ount of up to$1.5 billion across both facilities for a maximum totalcommitment of$8.0 billion.The Credit Agreements allow for borrowings at either a base rate or an adjusted term Secured Overnight Funding Rate(SOFR)plus,in each case,an applicable margin based on the Companys senior unsecured credit

99、ratings.Each of the two facilities is diversified among 22 large commercial banks,all of which had an A-equivalent or higher rating by at least one Nationally RecognizedStatistical Rating Organization(NRSRO)as of March 31,2024.Each facility also contains customary covenants and restrictions,includin

100、g a financial covenantthat the Companys leverage ratio,as defined in the Credit Agreements,may not exceed 60%subject to certain exceptions upon the consummation of an acquisition.Commercial Paper.Under our commercial paper program,we may issue short-term,unsecured commercial paper notes privately pl

101、aced on a discounted basisthrough certain broker-dealers at any time not to exceed an aggregate amount of$5.0 billion.Amounts available under the program may be borrowed,repaid and re-borrowed from time to time.The net proceeds of issuances have been and are expected to be used for general corporate

102、 purposes.The weighted average interest rateof our commercial paper was 5.54%at March 31,2024.Long-term debtDebt Issuance and Debt Tender Offers.In February 2024,we issued$4.5 billion of new senior notes,as detailed in the table below.The proceeds from this debtwere used to pay the consideration for

103、 the cash tender offers as described below.We used the remaining net proceeds to fund the repayment of our senior noteswhich matured in March 2024 and for general corporate purposes,including repayment of indebtedness and repurchases of shares of our common stock.Interest onthis debt is paid semi-an

104、nually.PrincipalMaturity DateInterest RateNet Proceeds$1,000 million May 15,20295.000%$995 million$750 million May 15,20315.125%$746 million$1,250 million February 15,20345.250%$1,244 million$1,500 million February 15,20545.600%$1,485 million Redeemable at any time prior to April 15,2029 at a make w

105、hole premium calculated using the most directly comparable U.S.Treasury rate plus 15 basis points.Redeemable at par on or after April 15,2029.Redeemable at any time prior to March 15,2031 at a make whole premium calculated using the most directly comparable U.S.Treasury rate plus 15 basis points.Red

106、eemable at par on or after March15,2031.Redeemable at any time prior to November 15,2033 at a make whole premium calculated using the most directly comparable U.S.Treasury rate plus 20 basis points.Redeemable at par on or afterNovember 15,2033.Redeemable at any time prior to August 15,2053 at a make

107、 whole premium calculated using the most directly comparable U.S.Treasury rate plus 20 basis points.Redeemable at par on or after August15,2053.In the first quarter of 2024,the Company completed the repurchase of a total of$1.8 billion in aggregate principal amount of existing senior notes that were

108、tendered to the Company pursuant to cash tender offers.Interest ExpenseInterest expense on long-term and short-term debt was$369 million for the three months ended March 31,2024 and$345 million for the three months endedMarch 31,2023.(1)(2)(3)(4)(1)(2)(3)(4)13Debt CovenantsThe Company was in complia

109、nce with its debt covenants as of March 31,2024.Note 8 Common and Preferred StockDividendsIn the first quarter of 2024,The Cigna Group declared quarterly cash dividends of$1.40 per share of the Companys common stock.In the first quarter of 2023,TheCigna Group declared quarterly cash dividends of$1.2

110、3 per share of the Companys common stock.The following table provides details of the Companys dividend payments:Record DatePayment DateAmount per ShareTotal Amount Paid(in millions)2024March 6,2024March 21,2024$1.40$4012023March 8,2023March 23,2023$1.23$368On April 24,2024,the Board of Directors dec

111、lared the second quarter cash dividend of$1.40 per share of The Cigna Group common stock to be paid on June 20,2024 to shareholders of record on June 4,2024.The Company currently intends to pay regular quarterly dividends,with future declarations subject to approval byits Board of Directors and the

112、Boards determination that the declaration of dividends remains in the best interests of The Cigna Group and its shareholders.Thedecision of whether to pay future dividends and the amount of any such dividends will be based on the Companys financial position,results of operations,cashflows,capital re

113、quirements,the requirements of applicable law and any other factors the Board may deem relevant.Accelerated Share Repurchase AgreementsIn February 2024,as part of our share repurchase program,we entered into separate accelerated share repurchase agreements with Deutsche Bank AG and Bank ofAmerica,N.

114、A.(collectively,the Counterparties)to repurchase$3.2 billion of common stock in aggregate.We remitted$3.2 billion to the Counterparties andreceived an initial delivery of approximately 7.6 million shares of our common stock on February 15,2024,representing$2.6 billion of the total remitted.The final

115、number of shares to be received under the ASR agreements will be determined based on the daily volume-weighted average share price(VWAP)of our commonstock over the term of the agreements,less a discount and subject to adjustments pursuant to the terms and conditions of the ASR agreements.We recorded

116、 the payment to the Counterparties as a reduction to Total shareholders equity,consisting of a$2.6 billion increase in Treasury stock,which reflects thevalue of the initial 7.6 million shares received,and a$640 million decrease in Additional paid-in capital,which reflects the value of the stock hold

117、-back by theCounterparties pending final settlement of the ASR agreements.The$640 million recorded in Additional paid-in capital will be reclassified to Treasury stock uponsettlement of the ASR agreements in the second quarter of 2024.The initial delivery of shares resulted in an immediate reduction

118、 of the outstanding shares used tocalculate the weighted-average common shares outstanding for basic and diluted earnings per share.14Note 9 Insurance and Contractholder LiabilitiesA.Account Balances Insurance and Contractholder LiabilitiesThe Companys insurance and contractholder liabilities were c

119、omprised of the following:March 31,2024December 31,2023March 31,2023(In millions)CurrentNon-currentTotalCurrentNon-currentTotalTotalUnpaid claims and claim expensesCigna Healthcare$5,786$77$5,863$5,017$75$5,092$4,959 Other Operations99 161 260 99 154 253 272 Future policy benefitsCigna Healthcare92

120、515 607 97 518 615 601 Other Operations163 3,297 3,460 163 3,375 3,538 3,631 Contractholder deposit fundsCigna Healthcare11 130 141 12 133 145 163 Other Operations365 6,087 6,452 362 6,178 6,540 6,670 Market risk benefits26 865 891 37 966 1,003 1,220 Unearned premiums815 21 836 846 22 868 1,440 Tota

121、l7,357 11,153 18,510 6,633 11,421 18,054 Insurance and contractholder liabilities classifiedas liabilities of businesses held for sale(1,569)(512)(2,081)(1,119)(517)(1,636)Total insurance and contractholder liabilities$5,788$10,641$16,429$5,514$10,904$16,418$18,956 Amounts classified as liabilities

122、of businesses held for sale include$1,378 million of Unpaid claims,$427 million of Future policy benefits,$161 million of Unearned premiums and$115 million ofContractholder deposit funds as of March 31,2024 and$823 million of Unpaid claims,$429 million of Future policy benefits,$261 million of Unear

123、ned premiums and$123 million of Contractholderdeposit funds as of December 31,2023.Insurance and contractholder liabilities expected to be paid within one year are classified as current.B.Unpaid Claims and Claim Expenses Cigna HealthcareThis liability reflects estimates of the ultimate cost of claim

124、s that have been incurred but not reported,expected development on reported claims,claims that havebeen reported but not yet paid(reported claims in process)and other medical care expenses and services payable that are primarily comprised of accruals forincentives and other amounts payable to health

125、 care professionals and facilities.The total of incurred but not reported liabilities plus expected development on reported claims and reported claims in process was$5.4 billion at March 31,2024and$4.6 billion at March 31,2023.This increase was primarily due to claim submission and payment process d

126、isruptions related to a third-party cyber incident.(1)(1)15Activity,net of intercompany transactions,in the unpaid claims liability for the Cigna Healthcare segment was as follows:Three Months Ended March 31,(In millions)2024 2023Beginning balance$5,092$4,176 Less:Reinsurance and other amounts recov

127、erable236 221 Beginning balance,net4,856 3,955 Incurred costs related to:Current year9,452 9,041 Prior years(226)(144)Total incurred9,226 8,897 Paid costs related to:Current year5,072 5,316 Prior years3,352 2,795 Total paid8,424 8,111 Ending balance,net5,658 4,741 Add:Reinsurance and other amounts r

128、ecoverable205 218 Ending balance$5,863$4,959 Includes unpaid claims amounts classified as liabilities of businesses held for sale.As of March 31,2024 and December 31,2023,$1,378 million and$823 million classified as liabilities of businessesheld for sale,respectively.Reinsurance and other amounts re

129、coverable reflect amounts due from reinsurers and policyholders to cover incurred but not reported and pending claims of certainbusiness for which the Company administers the plan benefits without any right of offset.See Note 10 to the Consolidated Financial Statements for additionalinformation on r

130、einsurance.Variances in incurred costs related to prior years unpaid claims and claim expenses that resulted from the differences between actual experience and the Companyskey assumptions were as follows:Three Months Ended March 31,20242023(Dollars in millions)$%$%Actual completion factors$76 0.2%$1

131、%Medical cost trend150 0.4 143 0.5 Total favorable variance$226 0.6%$144 0.5%Percentage of current year incurred costs as reported for the year ended December 31,2023.Percentage of current year incurred costs as reported for the year ended December 31,2022.Favorable prior year development in both ye

132、ars reflects lower than expected utilization of medical services as compared to our assumptions.C.Future Policy BenefitsCigna HealthcareThe weighted average interest rates applied and duration for future policy benefits in the Cigna Healthcare segment,consisting primarily of supplemental healthprodu

133、cts including individual Medicare supplement,limited benefit health products and individual private medical insurance,were as follows:As ofMarch 31,2024March 31,2023Interest accretion rate2.56%2.59%Current discount rate5.11%5.29%Weighted average duration7.8 years8.1 years(1)(1)(1)(2)(1)(2)16The net

134、liability for future policy benefits for the segments supplemental health products represents the present value of benefits expected to be paid topolicyholders,net of the present value of expected net premiums,which is the portion of expected future gross premium expected to be collected frompolicyh

135、olders that is required to provide for all expected future benefits and expenses.The present values of expected net premiums and expected future policybenefits for the Cigna Healthcare segment were as follows:Three Months Ended March 31,(In millions)2024 2023Present value of expected net premiumsBeg

136、inning balance$9,233$8,557 Reversal of effect of beginning of period discount rate assumptions1,154 1,537 Issuances and lapses446 306 Net premiums collected(350)(326)Interest and other 73 56 Ending balance at original discount rate10,556 10,130 Effect of end of period discount rate assumptions(1,309

137、)(1,312)Ending balance$9,247$8,818 Present value of expected policy benefitsBeginning balance$9,633$8,945 Reversal of effect of discount rate assumptions1,220 1,611 Issuances and lapses457 307 Benefit payments(362)(326)Interest and other 71 58 Ending balance at original discount rate11,019 10,595 Ef

138、fect of discount rate assumptions(1,381)(1,378)Ending balance$9,638$9,217 Liability for future policy benefits$391$399 Other216 202 Total liability for future policy benefits$607$601 Includes future policy benefits amounts classified as liabilities of businesses held for sale.Includes the foreign ex

139、change rate impact of translating from transactional and functional currency to United States dollar and the impact of flooring the liability at zero.The flooring impact iscalculated at the cohort level after discounting the reserves at the current discount rate.As of March 31,2024 and March 31,2023

140、 undiscounted expected future gross premiums were$19.0 billion and$17.6 billion,respectively.As of March 31,2024 and March 31,2023 discountedexpected future gross premiums were$13.3 billion and$12.5 billion,respectively.As of March 31,2024 and March 31,2023,undiscounted expected future policy benefi

141、ts were$13.6 billion and$12.8 billion,respectively.The liability for future policyholder benefits includes immaterial businesses shown as reconciling items above,most of which are in run-off.$72 million and$154 million reported in Reinsurance recoverables in the Consolidated Balance Sheets as of Mar

142、ch 31,2024 and March 31,2023,respectively,relate to the liability for future policybenefits.Additionally,$81 million of reinsurance recoverables are reported in assets of businesses held for sale in the Consolidated Balance Sheets as of March 31,2024.Includes$427 million of future policy benefits cl

143、assified as liabilities of businesses held for sale in the Consolidated Balance Sheets as of March 31,2024.Other OperationsThe weighted average interest rates applied and duration for future policy benefits in Other Operations,consisting of annuity and life insurance products,were asfollows:As ofMar

144、ch 31,2024March 31,2023Interest accretion rate5.64%5.64%Current discount rate5.16%4.95%Weighted average duration11.3 years11.7 yearsObligations for annuities represent discounted periodic benefits to be paid to an individual or groups of individuals over their remaining lives.Other Operationstraditi

145、onal insurance contracts,which are in run-off,have no premium remaining to be collected;therefore,future policy benefit reserves represent the present valueof expected future policy benefits,discounted using the current discount rate,and the remaining amortizable deferred profit liability.Future pol

146、icy benefits for Other Operations includes deferred profit liability of$379 million as of March 31,2024 and$392 million as of March 31,2023.Futurepolicy benefits excluding deferred profit liability were$3.1 billion as of March 31,2024 and$3.2 billion as(1)(2)(3)(2)(4)(5)(6)(7)(1)(2)(3)(4)(5)(6)(7)17

147、of each of December 31,2023,March 31,2023,and December 31,2022.The change in future policy benefits reserves year-to-date was primarily driven by benefitpayments,as well as changes in the current discount rate.Undiscounted expected future policy benefits were$4.4 billion as of March 31,2024 and$4.6

148、billion asof March 31,2023.As of both March 31,2024 and March 31,2023,$1.0 billion of the future policy benefit reserve was recoverable through treaties with externalreinsurers.D.Contractholder Deposit FundsContractholder deposit fund liabilities within Other Operations were$6.5 billion as of March

149、31,2024 and December 31,2023 and$6.7 billion as of March 31,2023 and December 31,2022.Approximately 38%of the balance is reinsured externally.Activity in these liabilities is presented net of reinsurance in theConsolidated Statements of Cash Flows.The net year-to-date decrease in contractholder depo

150、sit fund liabilities generally relates to withdrawals and benefitpayments from contractholder deposit funds,partially offset by deposits and interest credited to contractholder deposit funds.As of March 31,2024,the weighted average crediting rate,net amount at risk and cash surrender value for contr

151、actholder deposit fund liabilities not effectivelyexited through reinsurance were 3.33%,$3.0 billion and$2.8 billion,respectively.The comparative amounts as of March 31,2023 were 3.25%,$3.2 billion and$2.8 billion,respectively.More than 99%of the$4.0 billion liability as of March 31,2024 and the$4.1

152、 billion liability as of March 31,2023 not reinsuredexternally is for contracts with guaranteed interest rates of 3%-4%,and approximately$1.2 billion represented contracts with policies at the guarantee.At both ofthese same period ends,$1.2 billion was 50-150 basis points(bps)above the guarantee and

153、 the remaining$1.6 billion as of March 31,2024 and$1.7 billion as ofMarch 31,2023 represented contracts above the guarantee that pay the policyholder based on the greater of a guaranteed minimum cash value or the actual cashvalue.More than 90%of these contracts have actual cash values of at least 11

154、0%of the guaranteed cash value.E.Market Risk BenefitsLiabilities for market risk benefits consist of variable annuity reinsurance contracts in Other Operations.These liabilities arise under annuities and riders toannuities written by ceding companies that guarantee the benefit received at death and,

155、for a subset of policies,also provide contractholders the option,within 30days of a policy anniversary after the appropriate waiting period,to elect minimum income payments.The Companys capital market risk exposure on variableannuity reinsurance contracts arises when the reinsured guaranteed minimum

156、 benefit exceeds the contractholders account value in the related underlying mutualfunds at the time the insurance benefit is payable under the respective contract.The Company receives and pays premium periodically based on the terms of thereinsurance agreements.Market risk benefits activity was as

157、follows:Three Months Ended March 31,(Dollars in millions)20242023Balance,beginning of year$1,003$1,268 Balance,beginning of year,before the effect of nonperformance risk(own credit risk)1,085 1,379 Changes due to expected run-off(3)(6)Changes due to capital markets versus expected(113)(41)Changes du

158、e to policyholder behavior versus expected(14)6 Assumption changes(33)Balance,end of period,before the effect of changes in nonperformance risk(own credit risk)955 1,305 Nonperformance risk(own credit risk),end of period(64)(85)Balance,end of period$891$1,220 Reinsured market risk benefit,end of per

159、iod$951$1,301 The following table presents the net amount at risk and the average attained age of contractholders(weighted by exposure)for contracts assumed by the Company.The net amount at risk is the amount the Company would have to pay to contractholders if all deaths or annuitizations occurred a

160、s of the earliest possible date inaccordance with the insurance contract.The Company should be reimbursed in full for these payments unless the Berkshire reinsurance limit is exceeded,asdiscussed further in Note 10 to the Consolidated Financial Statements.(Dollars in millions,excludes impact of rein

161、surance ceded)March 31,2024March 31,2023Net amount at risk$1,441$2,183 Average attained age of contractholders(weighted by exposure)77.7 years75.4 years18Note 10 ReinsuranceThe Companys insurance subsidiaries enter into agreements with other insurance companies to limit losses from large exposures a

162、nd to permit recovery of aportion of incurred losses.Reinsurance is ceded primarily in acquisition and disposition transactions when the underwriting company is not being acquired.Reinsurance does not relieve the originating insurer of liability.Therefore,reinsured liabilities must continue to be re

163、ported along with the related reinsurancerecoverables.The Company regularly evaluates the financial condition of its reinsurers and monitors concentrations of its credit risk.A.Reinsurance RecoverablesThe majority of the Companys reinsurance recoverables resulted from acquisition and disposition tra

164、nsactions in which the underwriting company was notacquired.The Company bears the risk of loss if its reinsurers and retrocessionaires do not meet or are unable to meet their reinsurance obligations to the Company.The Company reviews its reinsurance arrangements and establishes reserves against the

165、recoverables primarily for expected credit losses.The Companys reinsurance recoverables as of March 31,2024 are presented at amount due by range of external credit rating and collateral level in the followingtable,with reinsurance recoverables that are market risk benefits separately presented at fa

166、ir value:(In millions)Fair value of collateralcontractually required tomeet or exceed carryingvalue of recoverableCollateral provisionsexist that may mitigaterisk of credit loss No collateralTotalOngoing OperationsA-equivalent and higher current ratings$85$85 BBB-to BBB+equivalent current credit rat

167、ings 60 60 Not rated145 7 188 340 Total recoverables related to ongoing operations145 7 333 485 Acquisition,disposition or run-off activitiesBBB+equivalent and higher current ratings Lincoln National Life and Lincoln Life&Annuity of New York 2,619 2,619 Empower Annuity Insurance Company 128 128 Prud

168、ential Insurance Company of America351 351 Life Insurance Company of North America 334 334 Other167 23 14 204 Not rated 6 4 10 Total recoverables related to acquisition,disposition or run-off activities518 2,982 146 3,646 Total reinsurance recoverables before market risk benefits$663$2,989$479$4,131

169、 Allowance for uncollectible reinsurance(35)Market risk benefits951 Total reinsurance recoverables$5,047 Includes collateral provisions requiring the reinsurer to fully collateralize its obligation if its external credit rating is downgraded to a specified level.Certified by an NRSRO.Includes$166 mi

170、llion of current reinsurance recoverables that are reported in Other current assets and$209 million of reinsurance recoverables classified as assets of businesses held for sale.Collateral levels are defined internally based on the fair value of the collateral relative to the carrying amount of the r

171、einsurance recoverable,the frequency at whichcollateral is required to be replenished and the potential for volatility in the collaterals fair value.B.Effective Exit of Variable Annuity Reinsurance BusinessThe Company entered into an agreement with Berkshire to effectively exit the variable annuity

172、reinsurance business via a reinsurance transaction in 2013.Variableannuity contracts are accounted for as assumed and ceded reinsurance and categorized as market risk benefits as discussed in Note 9 to the Consolidated FinancialStatements.Berkshire reinsured 100%of the Companys future cash flows in

173、this business,net of other reinsurance arrangements existing at that time.Thereinsurance agreement is subject to an overall(1)(2)(2)(2)(3)(1)(2)(3)19limit with approximately$3.1 billion remaining at March 31,2024.As a result of the reinsurance transaction,amounts payable are offset by a correspondin

174、greinsurance recoverable,provided the increased recoverable remains within the overall Berkshire limit.(In millions)Reinsurer March 31,2024December 31,2023Collateral and Other Termsat March 31,2024Berkshire$777$873 100%were secured by assets in a trust.Sun Life Assurance Company of Canada79 92 Liber

175、ty Re(Bermuda)Ltd.91 104 100%were secured by assets in a trust.SCOR SE27 31 75%were secured by a letter of credit.Market risk benefits$974$1,100 All reinsurers are rated A-equivalent and higher by an NRSRO.Includes incurred but not reported(IBNR)and outstanding claims of$23 million as of March 31,20

176、24 and$19 million as of December 31,2023.These amounts are excluded from market risk benefitsat of March 31,2024 in Note 9 and Note 10A to the Consolidated Financial Statements.The impact of nonperformance risk(i.e.,the risk that a counterparty might default)on the variable annuity reinsurance asset

177、 was immaterial for the three monthsended March 31,2024 and March 31,2023.Note 11 InvestmentsThe Cigna Groups investment portfolio consists of a broad range of investments including debt securities,equity securities,commercial mortgage loans,policyloans,other long-term investments,short-term investm

178、ents and derivative financial instruments.The sections below provide more detail regarding our investmentbalances and realized investment gains and losses.See Note 12 to the Consolidated Financial Statements for information about the valuation of the Companysinvestment portfolio.Further information

179、about our accounting policies for investment assets can be found in Note 12 in the Companys 2023 Form 10-K.The following table summarizes the Companys investments by category and current or long-term classification:March 31,2024December 31,2023(In millions)CurrentLong-termTotalCurrentLong-termTotalD

180、ebt securities$604$8,876$9,480$590$9,265$9,855 Equity securities18 1,553 1,571 31 3,331 3,362 Commercial mortgage loans197 1,365 1,562 182 1,351 1,533 Policy loans 1,186 1,186 1,211 1,211 Other long-term investments 4,301 4,301 4,181 4,181 Short-term investments374 374 206 206 Total$1,193$17,281$18,

181、474$1,009$19,339$20,348 Investments classified as assets of businesses held for sale(85)(1,256)(1,341)(84)(1,354)(1,438)Investments per Consolidated Balance Sheets$1,108$16,025$17,133$925$17,985$18,910 Investments related to the HCSC transaction that were held for sale as of March 31,2024.These inve

182、stments were primarily comprised of debt securities and commercial mortgage loans,and to a lesserextent,other long-term investments.(1)(2)(1)(2)(1)(1)20A.Investment PortfolioDebt SecuritiesThe amortized cost and fair value by contractual maturity periods for debt securities were as follows as of Mar

183、ch 31,2024:(In millions)AmortizedCostFairValueDue in one year or less$633$619 Due after one year through five years3,768 3,587 Due after five years through ten years3,144 2,921 Due after ten years2,186 2,000 Mortgage and other asset-backed securities389 353 Total$10,120$9,480 Actual maturities of th

184、ese securities could differ from their contractual maturities used in the table above because issuers may have the right to call or prepayobligations,with or without penalties.Gross unrealized appreciation(depreciation)on debt securities by type of issuer is shown below:(In millions)AmortizedCostAll

185、owance forCredit LossUnrealizedAppreciationUnrealizedDepreciationFairValueMarch 31,2024Federal government and agency$289$21$(10)$300 State and local government37 2(1)38 Foreign government354 8(14)348 Corporate9,051(50)122(682)8,441 Mortgage and other asset-backed389 (36)353 Total$10,120$(50)$153$(74

186、3)$9,480 December 31,2023Federal government and agency$251$24$(8)$267 State and local government37 2(1)38 Foreign government355 10(13)352 Corporate9,338(33)158(630)8,833 Mortgage and other asset-backed398 1(34)365 Total$10,379$(33)$195$(686)$9,855 Review of declines in fair value.Management reviews

187、debt securities in an unrealized loss position to determine whether a credit loss allowance is needed based oncriteria that include:severity of decline;financial health and specific prospects of the issuer;andchanges in the regulatory,economic or general market environment of the issuers industry or

188、 geographic region.21The table below summarizes debt securities with a decline in fair value from amortized cost for which an allowance for credit losses has not been recorded,byinvestment grade and the length of time these securities have been in an unrealized loss position.Unrealized depreciation

189、on these debt securities is primarily due todeclines in fair value resulting from increasing interest rates since these securities were purchased.March 31,2024December 31,2023(Dollars in millions)FairValueAmortizedCostUnrealizedDepreciationNumberof IssuesFairValueAmortizedCostUnrealizedDepreciationN

190、umberof IssuesOne year or lessInvestment grade$562$576$(14)232$330$338$(8)142 Below investment grade133 137(4)253161 170(9)135 More than one yearInvestment grade5,284 5,946(662)1,5615,441 6,036(595)1,590 Below investment grade598 661(63)367701 775(74)486 Total$6,577$7,320$(743)2,413$6,633$7,319$(686

191、)2,353 Equity SecuritiesThe following table provides the values of the Companys equity security investments as of March 31,2024 and December 31,2023:March 31,2024December 31,2023(In millions)CostCarrying Value CostCarrying ValueEquity securities with readily determinable fair values$647$39$656$51 Eq

192、uity securities with no readily determinable fair value3,281 1,532 3,248 3,311 Total$3,928$1,571$3,904$3,362 We are a minority owner in VillageMD,a provider of primary,multi-specialty and urgent care services that is majority-owned by Walgreens Boots Alliance,Inc.These securities are included in equ

193、ity securities with no readily determinable fair value in the above table.As of March 31,2024,we determined our investment inVillageMD was impaired and wrote down the carrying value to an estimated fair value of$0.9 billion,resulting in a$1.8 billion loss recorded in Net realizedinvestment losses in

194、 the Companys Consolidated Statements of Income.Consistent with our strategy to invest in targeted startup and growth-stage companies in the health care industry,approximately 90%of our investments in equitysecurities are in the health care sector.Commercial Mortgage LoansMortgage loans held by the

195、Company are made exclusively to commercial borrowers and are diversified by property type,location and borrower.Loans aregenerally issued at fixed rates of interest and are secured by high quality,primarily completed and substantially leased operating properties.The Company regularly evaluates and m

196、onitors credit risk from the initial mortgage loan underwriting and throughout the investment holding period.For moreinformation on the Companys accounting policies and methodologies regarding these investments,see Note 12 in the Companys 2023 Form 10-K.The following table summarizes the credit risk

197、 profile of the Companys commercial mortgage loan portfolio:(Dollars in millions)March 31,2024December 31,2023Loan-to-Value RatioCarrying ValueAverage DebtService CoverageRatioAverage Loan-to-Value RatioCarrying ValueAverage DebtService CoverageRatioAverage Loan-to-Value RatioBelow 60%$810 2.12$802

198、2.1360%to 79%594 1.75574 1.7780%to 100%158 0.63157 0.65Total$1,562 1.8164%$1,533 1.8264%22Other Long-Term InvestmentsOther long-term investments include investments in unconsolidated entities,including certain limited partnerships and limited liability companies holding realestate,securities or loan

199、s.These investments are carried at cost plus the Companys ownership percentage of reporting income or loss,based on the financialstatements of the underlying investments that are generally reported at fair value.Income or loss from these investments is reported on a one quarter lag due to thetiming

200、of when financial information is received from the general partner or manager of the investments.Other long-term investments also include investment real estate carried at depreciated cost less any impairment write-downs to fair value when cash flows indicatethat the carrying value may not be recove

201、rable.Additionally,statutory and other restricted deposits and foreign currency swaps carried at fair value are reported inthe table below as Other.The following table provides the carrying value information for these investments:Carrying Value as of(In millions)March 31,2024December 31,2023Real est

202、ate investments$1,696$1,606 Securities partnerships2,423 2,400 Other182 175 Total$4,301$4,181 B.Derivative Financial InstrumentsThe Company uses derivative financial instruments to manage the characteristics of investment assets(such as duration,yield,currency and liquidity)to meet thevarying demand

203、s of the related insurance and contractholder liabilities.The Company also uses derivative financial instruments to hedge the risk of changes in thenet assets of certain of its foreign subsidiaries due to changes in foreign currency exchange rates and to hedge the interest rate risk of certain long-

204、term debt.As of March 31,2024,there have been no material changes to the Companys derivative financial instruments.Please refer to the Companys 2023 Form 10-K forfurther discussion of the types of derivative financial instruments and associated accounting policies.The effects of derivative financial

205、 instruments used in ourindividual hedging strategies were not material to the Consolidated Financial Statements as of March 31,2024 and December 31,2023.The gross fair values of ourderivative financial instruments are presented in Note 12 to the Consolidated Financial Statements.C.Realized Investme

206、nt Gains and LossesNet realized investment losses,before income taxes were$1,836 million for the three months ended March 31,2024 and$56 million for the three months endedMarch 31,2023.This increase was primarily driven by the impairment of equity securities in 2024.These amounts exclude realized ga

207、ins and losses attributed tothe Companys separate accounts because those gains and losses generally accrue directly to separate account policyholders.Note 12 Fair Value MeasurementsThe Company carries certain financial instruments at fair value in the financial statements including debt securities,c

208、ertain equity securities,short-term investmentsand derivatives.Other financial instruments are measured at fair value only under certain conditions,such as when impaired or when there are observable pricechanges for equity securities with no readily determinable fair value.Fair value is defined as t

209、he price at which an asset could be exchanged in an orderly transaction between market participants at the balance sheet date.A liabilitysfair value is defined as the amount that would be paid to transfer the liability to a market participant,not the amount that would be paid to settle the liability

210、 with thecreditor.The Companys financial assets and liabilities carried at fair value have been classified based upon a hierarchy defined by GAAP.The hierarchy gives the highestranking to fair values determined using unadjusted quoted prices in active markets for identical assets and liabilities(Lev

211、el 1)and the lowest ranking to fair valuesdetermined using methodologies and models with unobservable inputs(Level 3).An assets or a liabilitys classification is based on the lowest level of input that issignificant to its measurement.For example,a financial asset or liability carried at fair value

212、would be classified in Level 3 if unobservable inputs were significantto the instruments fair value,even though the measurement may be derived using inputs that are both observable(Levels 1 and 2)and unobservable(Level 3).23For a description of the policies,methods and assumptions that are used to e

213、stimate fair value and determine the fair value hierarchy for each class of financialinstruments,see Note 13 in the Companys 2023 Form 10-K.A.Financial Assets and Financial Liabilities Carried at Fair ValueThe following table provides information about the Companys financial assets and liabilities c

214、arried at fair value.Further information regarding insurance assetsand liabilities carried at fair value is provided in Note 9E to the Consolidated Financial Statements.Separate account assets are also recorded at fair value on theCompanys Consolidated Balance Sheets and are reported separately in t

215、he Separate Accounts section below as gains and losses related to these assets generallyaccrue directly to contractholders:(In millions)Quoted Prices in Active Markets forIdentical Assets(Level 1)Significant Other Observable Inputs(Level 2)Significant Unobservable Inputs(Level 3)TotalMarch 31,2024De

216、cember 31,2023March 31,2024December 31,2023March 31,2024December 31,2023March 31,2024December 31,2023Financial assets at fair valueDebt securitiesFederal government andagency$165$130$135$137$300$267 State and local government 38 38 38 38 Foreign government 348 352 348 352 Corporate 8,072 8,432 369 4

217、01 8,441 8,833 Mortgage and other asset-backed 300 319 53 46 353 365 Total debt securities165 130 8,893 9,278 422 447 9,480 9,855 Equity securities 2 4 37 47 39 51 Short-term investments 374 206 374 206 Derivative assets 147 131 1 147 132 Financial liabilities at fairvalueDerivative liabilities$4$4$

218、4$4 Excludes certain equity securities that have no readily determinable fair value.Level 3 Financial Assets and Financial LiabilitiesCertain inputs for instruments classified in Level 3 are unobservable(supported by little or no market activity)and significant to their resulting fair valuemeasureme

219、nt.Unobservable inputs reflect the Companys best estimate of what hypothetical market participants would use to determine a transaction price for theasset or liability at the reporting date.Additionally,as discussed in Note 9E to the Consolidated Financial Statements,the Company classifies variable

220、annuityassets and liabilities in Level 3 of the fair value hierarchy.(1)(1)24Quantitative Information about Unobservable InputsThe significant unobservable input used to value our corporate and government debt securities and mortgage and other asset-backed securities is an adjustment forliquidity.Th

221、is adjustment is needed to reflect current market conditions and issuer circumstances when there is limited trading activity for the security.The following table summarizes the fair value and significant unobservable inputs that were developed directly by the Company and used in pricing these debtse

222、curities.The range and weighted average basis point amounts for liquidity reflect the Companys best estimates of the unobservable adjustments a marketparticipant would make to calculate these fair values.Fair Value as ofUnobservable Adjustment Range(WeightedAverage by Quantity)as of(Fair value in mi

223、llions)March 31,2024December 31,2023Unobservable Input March 31,2024March 31,2024December 31,2023Debt securitiesCorporate$369$401 Liquidity55-1230(280)bps70-1235(310)bpsMortgage and other asset-backed securities53 46 Liquidity110-605(280)bps95-640(310)bpsTotal Level 3 debt securities$422$447 An incr

224、ease in liquidity spread adjustments would result in a lower fair value measurement,while a decrease would result in a higher fair value measurement.Changes in Level 3 Financial Assets and Financial Liabilities Carried at Fair ValueThe following table summarizes the changes in financial assets and f

225、inancial liabilities classified in Level 3.Gains and losses reported in the table may include netchanges in fair value that are attributable to both observable and unobservable inputs.Three Months Ended March 31,(In millions)20242023Debt and Equity SecuritiesBeginning balance$447$447(Losses)gains in

226、cluded in Shareholders net(loss)income(21)1(Losses)gains included in Other comprehensive loss(3)5 Purchases,sales and settlementsPurchases 4 Settlements(14)(9)Total purchases,sales and settlements(14)(5)Transfers into/(out of)Level 3Transfers into Level 316 39 Transfers out of Level 3(3)(16)Total tr

227、ansfers into/(out of)Level 313 23 Ending balance$422$471 Total(losses)gains included in Shareholders net(loss)income attributable to instruments held at the reporting date$(21)$1 Change in unrealized gain or(loss)included in Other comprehensive loss for assets held at the end of the reporting period

228、$(4)$5 Total gains and losses included in Shareholders net(loss)income in the tables above are reflected in the Consolidated Statements of Income as Net realizedinvestment losses and Net investment income.Gains and losses included in Other comprehensive loss,net of tax in the tables above are reflec

229、ted in Net unrealized appreciation on securities and derivatives in theConsolidated Statements of Comprehensive Income.Transfers into or out of the Level 3 category occur when unobservable inputs,such as the Companys best estimate of what a market participant would use todetermine a current transact

230、ion price,become more or less significant to the fair value measurement.Market activity typically decreases during periods of economicuncertainty and this decrease in activity reduces the availability of market observable data.As a result,the level of unobservable judgment that must be applied tothe

231、 pricing of certain instruments increases and is typically observed through the widening of liquidity spreads.Transfers between Level 2 and Level 3 during 2024and 2023 primarily reflected changes in liquidity estimates for certain private placement issuers across several sectors.See discussion under

232、 QuantitativeInformation about Unobservable Inputs above for more information.25Separate AccountsThe investment income and fair value gains and losses of Separate account assets generally accrue directly to the contractholders and,together with their depositsand withdrawals,are excluded from the Com

233、panys Consolidated Statements of Income and Cash Flows.The separate account activity for the three months endedMarch 31,2024 and 2023 was primarily driven by changes in the market values of the underlying separate account investments.Fair values of Separate account assets were as follows:Quoted Pric

234、es in Active Marketsfor Identical Assets(Level 1)Significant Other ObservableInputs(Level 2)Significant Unobservable Inputs(Level 3)Total(In millions)March 31,2024December 31,2023March 31,2024December 31,2023March 31,2024December 31,2023March 31,2024December 31,2023Guaranteed separate accounts(See N

235、ote 16)$230$226$339$352$569$578 Non-guaranteed separate accounts158 158 5,794 5,797 229 217 6,181 6,172 Subtotal$388$384$6,133$6,149$229$217 6,750 6,750 Non-guaranteed separate accounts priced atnet asset value(NAV)as a practicalexpedient 666 680 Total$7,416$7,430 Non-guaranteed separate accounts in

236、clude$4.0 billion as of both March 31,2024 and December 31,2023 in assets supporting the Companys pension plans,including$0.2 billion classified in Level 3as of both March 31,2024 and December 31,2023.Separate account assets classified in Level 3 primarily support the Companys pension plans and incl

237、ude certain newly-issued,privately-placed,complex or illiquidsecurities that are priced using methods discussed above,as well as commercial mortgage loans.Activity,including transfers into and out of Level 3,was notmaterial for the three months ended March 31,2024 or 2023.Separate account investment

238、s in securities partnerships,real estate and hedge funds are generally valued based on the separate accounts ownership share of theequity of the investee(NAV as a practical expedient),including changes in the fair values of its underlying investments.Substantially all of these assets support theComp

239、anys pension plans.The following table provides additional information on these investments:Fair Value as ofUnfunded Commitment asof March 31,2024Redemption Frequency(if currently eligible)Redemption NoticePeriod(In millions)March 31,2024December 31,2023Securities partnerships$412$419$252 Not applic

240、ableNot applicableReal estate funds251 258 Quarterly30-90 daysHedge funds3 3 Up to annually,varying by fund30-90 daysTotal$666$680$252 As of March 31,2024,the Company does not have plans to sell any of these assets at less than fair value.These investments are structured to satisfy longer-terminvest

241、ment objectives.Securities partnerships are contractually non-redeemable and the underlying investment assets are expected to be liquidated by the fundmanagers within ten years after inception.B.Assets and Liabilities Measured at Fair Value under Certain ConditionsSome financial assets and liabiliti

242、es are not carried at fair value,such as commercial mortgage loans that are carried at unpaid principal,investment real estate thatis carried at depreciated cost and equity securities with no readily determinable fair value when there are no observable market transactions.However,thesefinancial asse

243、ts and liabilities may be measured using fair value under certain conditions,such as when investments become impaired and are written down to theirfair value,or when there are observable price changes from orderly market transactions of equity securities that otherwise had no readily determinable fa

244、ir value.For the three months ended March 31,2024,our equity investment in VillageMD was written down to an estimated fair value of$0.9 billion resulting in aninvestment loss of$1.8 billion recorded in Net realized investment losses in the Companys Consolidated Statements of Income.For the three mon

245、ths endedMarch 31,2023,impairments recognized requiring these assets to be measured at fair value were not material.Observable price changes for other equity securitieswith no readily determinable fair value were not material for the three months ended March 31,2024 and March 31,2023.(1)(1)(1)26C.Fa

246、ir Value Disclosures for Financial Instruments Not Carried at Fair ValueThe following table includes the Companys financial instruments not recorded at fair value but for which fair value disclosure is required.In addition to universallife products and finance leases,financial instruments that are c

247、arried in the Companys Consolidated Balance Sheets at amounts that approximate fair value areexcluded from the following table:Classification in FairValue HierarchyMarch 31,2024December 31,2023(In millions)Fair ValueCarrying ValueFair ValueCarrying ValueCommercial mortgage loansLevel 3$1,451$1,562$1

248、,430$1,533 Long-term debt,including current maturities,excluding finance leasesLevel 2$29,806$31,783$28,033$29,585 Note 13 Variable Interest EntitiesWe perform ongoing qualitative analyses of our involvement with variable interest entities to determine if consolidation is required.The Company determ

249、ined thatit was not a primary beneficiary in any material variable interest entity as of March 31,2024 or December 31,2023.The Companys involvement with variableinterest entities for which it is not the primary beneficiary has not materially changed from December 31,2023.For details of our accountin

250、g policy for variableinterest entities and the composition of variable interest entities with which the Company is involved,refer to Note 14 in the Companys 2023 Form 10-K.TheCompany has not provided,and does not intend to provide,financial support to any of these variable interest entities in exces

251、s of its maximum exposure.Note 14 Accumulated Other Comprehensive Income(Loss)Accumulated Other Comprehensive Income(Loss)(AOCI)includes net unrealized appreciation on securities and derivatives,change in discount rate andinstrument-specific credit risk for certain long-duration insurance contractho

252、lder liabilities(Note 9 to the Consolidated Financial Statements),foreign currencytranslation and the net postretirement benefits liability adjustment.AOCI includes the Companys share from unconsolidated entities reported on the equity method.Generally,tax effects in AOCI are established at the curr

253、ently enacted tax rate and reclassified to Shareholders net(loss)income in the same period that the relatedpre-tax AOCI reclassifications are recognized.Shareholders other comprehensive loss,net of tax,for the three months ended March 31,2024 and March 31,2023,is primarily attributable to the change

254、 indiscount rates for certain long-duration liabilities(following the adoption of Targeted Improvements to the Accounting for Long-Duration Contracts in 2023)andunrealized changes in the market values of securities and derivatives,including the impacts from unconsolidated entities reported on the eq

255、uity method.Changes in the components of AOCI were as follows:Three Months Ended March 31,(In millions)20242023Securities and DerivativesBeginning balance$171$(332)Unrealized appreciation on securities and derivatives143 252 Tax(expense)(39)(54)Net unrealized appreciation on securities and derivativ

256、es104 198 Reclassification adjustment for losses(gains)included in Shareholders net(loss)income(Net realized investment losses)22(5)Reclassification adjustment for tax(benefit)expense included in Shareholders net(loss)income(5)1 Net losses(gains)reclassified from AOCI to Shareholders net(loss)income

257、17(4)Other comprehensive income,net of tax121 194 Ending balance$292$(138)27Three Months Ended March 31,(In millions)20242023Net long-duration insurance and contractholder liabilities measurement adjustmentsBeginning balance$(971)$(256)Current period change in discount rate for certain long-duration

258、 liabilities(732)(411)Tax benefit186 101 Net current period change in discount rate for certain long-duration liabilities(546)(310)Current period change in instrument-specific credit risk for market risk benefits(18)(26)Tax benefit4 5 Net current period change in instrument-specific credit risk for

259、market risk benefits(14)(21)Other comprehensive(loss),net of tax(560)(331)Ending balance$(1,531)$(587)Three Months Ended March 31,(In millions)20242023Translation of foreign currenciesBeginning balance$(149)$(154)Translation of foreign currencies(24)15 Tax(expense)benefit(2)1 Other comprehensive(los

260、s)income,net of tax(26)16 Ending balance$(175)$(138)Three Months Ended March 31,(In millions)20242023Postretirement benefits liabilityBeginning balance$(915)$(916)Reclassification adjustment for amortization of net prior actuarial losses and prior service costs(Interest expense and other)8 13 Reclas

261、sification adjustment for tax(benefit)included in Shareholders net(loss)income(3)(3)Other comprehensive income,net of tax5 10 Ending balance$(910)$(906)Three Months Ended March 31,(In millions)20242023Total Accumulated other comprehensive lossBeginning balance$(1,864)$(1,658)Shareholders other compr

262、ehensive(loss),net of tax(460)(111)Ending balance$(2,324)$(1,769)Note 15 Income TaxesIncome Tax ExpenseThe effective tax rate for the three months ended March 31,2024 increased due to a valuation allowance related to the impairment of equity securities,partiallyoffset by a decrease related to the bu

263、sinesses held for sale and a decrease related to the release of tax reserves following a favorable state audit resolution.The368.4%effective tax rate for the three months ended March 31,2024 was higher than the 18.4%rate for the three months ended March 31,2023.As of March 31,2024,we had approximate

264、ly$664 million in deferred tax assets(DTAs)associated with the impairment of equity securities,as well as unrealizedinvestment losses that are partially recorded in Accumulated other comprehensive loss.A valuation allowance of$427 million,which drove the higher effective taxrate,was established in t

265、he three months ended March 31,2024,almost entirely related to the impairment of equity securities.For the remainder of the DTAs,wehave determined that a valuation allowance is not currently required based on the Companys ability to carry back losses and our ability and intent to hold certainsecurit

266、ies until recovery.We continue to monitor and evaluate the need for any additional valuation allowance.28Note 16 Contingencies and Other MattersThe Company,through its subsidiaries,is contingently liable for various guarantees provided in the ordinary course of business.A.Financial Guarantees:Retire

267、e and Life Insurance BenefitsThe Company guarantees that separate account assets will be sufficient to pay certain life insurance or retiree benefits.For the majority of these benefits,thesponsoring employers are primarily responsible for ensuring that assets are sufficient to pay these benefits and

268、 are required to maintain assets that exceed a certainpercentage of benefit obligations.If employers fail to do so,the Company or an affiliate of the buyer of the retirement benefits business has the right to redirect themanagement of the related assets to provide for benefit payments.As of March 31

269、,2024,employers maintained assets that generally exceeded the benefitobligations under these arrangements of approximately$410 million.An additional liability is established if management believes that the Company will berequired to make payments under the guarantees;there were no additional liabili

270、ties required for these guarantees,net of reinsurance,as of March 31,2024.Separate account assets supporting these guarantees are classified in Levels 1 and 2 of the GAAP fair value hierarchy.The Company does not expect that these financial guarantees will have a material effect on the Companys cons

271、olidated results of operations,liquidity or financialcondition.B.Certain Other GuaranteesThe Company had indemnification obligations as of March 31,2024 in connection with acquisition and disposition transactions.These indemnification obligationsare triggered by the breach of representations or cove

272、nants provided by the Company,such as representations for the presentation of financial statements,filing oftax returns,compliance with laws or regulations or identification of outstanding litigation.These obligations are typically subject to various time limitations,defined by the contract or by op

273、eration of law,such as statutes of limitation.In some cases,the maximum potential amount due is subject to contractual limitationsbased on a stated dollar amount or a percentage of the transaction purchase price,while in other cases limitations are not specified or applicable.The Company doesnot bel

274、ieve that it is possible to determine the maximum potential amount due under these obligations because not all amounts due under these indemnificationobligations are subject to limitation.There were no recorded liabilities for these indemnification obligations as of March 31,2024.C.Guaranty Fund Ass

275、essmentsThe Company operates in a regulatory environment that may require its participation in assessments under state insurance guaranty association laws.TheCompanys exposure to assessments for certain obligations of insolvent insurance companies to policyholders and claimants is based on its share

276、 of business writtenin the relevant jurisdictions.There were no material charges or credits resulting from existing or new guaranty fund assessments for the three months ended March 31,2024.D.Legal and Regulatory MattersThe Company is routinely involved in numerous claims,lawsuits,regulatory inquiri

277、es and audits,government investigations,including under the federal FalseClaims Act and state false claims acts initiated by a government investigating body or by a qui tam relators filing of a complaint under court seal,and other legalmatters arising,for the most part,in the ordinary course of mana

278、ging a global health services business.Additionally,the Company has received and is cooperatingwith subpoenas or similar processes from various governmental agencies requesting information,all arising in the normal course of its business.Disputed taxmatters arising from audits by the Internal Revenu

279、e Service or other state and foreign jurisdictions,including those resulting in litigation,are accounted for underGAAP guidance for uncertain tax positions.Pending litigation and legal or regulatory matters that the Company has identified with a reasonably possible material loss and certain other ma

280、terial litigationmatters are described below.For those matters that the Company has identified with a reasonably possible material loss,the Company provides disclosure in theaggregate of accruals and range of loss,or a statement that such information cannot be estimated.The Companys accrual for the

281、matter discussed below underLitigation Matters is not material.Due to numerous uncertain factors presented in this case,it is not possible to estimate an aggregate range of loss(if any)forthis matter at this time.In light of the uncertainties involved in this matter,there is no assurance that its ul

282、timate resolution will not exceed the amount currentlyaccrued by the Company.An adverse outcome in this matter could be material to the Companys results of operations,financial condition or liquidity for anyparticular period.The outcomes of lawsuits are inherently unpredictable and we may be unsucce

283、ssful in this ongoing litigation matter or any future claims orlitigation.29Litigation MattersExpress Scripts Litigation with Elevance.In March 2016,Elevance filed a lawsuit in the United States District Court for the Southern District of New Yorkalleging various breach of contract claims against Ex

284、press Scripts relating to the parties rights and obligations under the periodic pricing review section of thepharmacy benefit management agreement between the parties including allegations that Express Scripts failed to negotiate new pricing concessions in good faith,aswell as various alleged servic

285、e issues.Elevance also requested that the court enter declaratory judgment that Express Scripts is required to provide Elevancecompetitive benchmark pricing,that Elevance can terminate the agreement and that Express Scripts is required to provide Elevance with post-termination servicesat competitive

286、 benchmark pricing for one year following any termination by Elevance.Elevance claimed it is entitled to$13 billion in additional pricingconcessions over the remaining term of the agreement,as well as$1.8 billion for one year following any contract termination by Elevance and$150 milliondamages for

287、service issues(Elevances Allegations).On April 19,2016,in response to Elevances complaint,Express Scripts filed its answer denying ElevancesAllegations in their entirety and asserting affirmative defenses and counterclaims against Elevance.The court subsequently granted Elevances motion to dismisstw

288、o of six counts of Express Scripts amended counterclaims.Express Scripts filed its Motion for Summary Judgment on August 27,2021.Elevance completedfiling of its Response to Express Scripts Motion for Summary Judgment on October 16,2021.Express Scripts filed its Reply in Support of its Motion for Sum

289、maryJudgment on November 19,2021.On March 31,2022,the court granted summary judgment in favor of Express Scripts on all of Elevances pricing claims fordamages totaling$14.8 billion and on most of Elevances claims relating to service issues.Elevances only remaining service claims relate to the review

290、 orprocessing of prior authorizations,with alleged damages over$100 million.On November 1,2023,the parties signed a settlement agreement pursuant to whichExpress Scripts agreed to resolve the service-related claims.The settlement agreement is not an admission of liability or fault by Express Scripts

291、,the Company orits subsidiaries.Following the settlement,Elevance retains the right to appeal the pricing-related claims that were previously dismissed by the court and ExpressScripts retains the ability to reassert its own pricing-related claims in the event any appeal by Elevance is successful.Ele

292、vance filed its Notice of Appeal of itspricing-related claims on December 12,2023.Elevance filed its opening appellate brief on April 24,2024.Note 17 Segment InformationSee Note 1 to the Consolidated Financial Statements for a description of our segments.A description of our basis for reporting segm

293、ent operating results is outlinedbelow.Intersegment revenues primarily reflect pharmacy and care services transactions between the Evernorth Health Services and Cigna Healthcare segments.The Company uses pre-tax adjusted income(loss)from operations and adjusted revenues as its principal financial me

294、asures of segment operating performancebecause management believes these metrics best reflect the underlying results of business operations and permit analysis of trends in underlying revenue,expensesand profitability.We define pre-tax adjusted income(loss)from operations as income(loss)before incom

295、e taxes excluding pre-tax income(loss)attributable tononcontrolling interests,net realized investment results,amortization of acquired intangible assets,and special items.The Cigna Groups share of certain realizedinvestment results of its joint ventures reported in the Cigna Healthcare segment using

296、 the equity method of accounting are also excluded.Special items are mattersthat management believes are not representative of the underlying results of operations due to their nature or size.Adjusted income(loss)from operations ismeasured on an after-tax basis for consolidated results and on a pre-

297、tax basis for segment results.The Company defines adjusted revenues as total revenues excluding the following adjustments:special items and The Cigna Groups share of certain realizedinvestment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accountin

298、g.Special items are matters that managementbelieves are not representative of the underlying results of operations due to their nature or size.We exclude these items from this measure because managementbelieves they are not indicative of past or future underlying performance of the business.The Comp

299、any does not report total assets by segment because this is not a metric used to allocate resources or evaluate segment performance.30The following table presents the special items charges(benefits)recorded by the Company,as well as the respective financial statement line items impacted:Three Months

300、 Ended March 31,20242023(In millions)Pre-taxAfter-taxPre-taxAfter-taxIntegration and transaction-related costs(Selling,general and administrative expenses)$37$29$1$1 Loss(gain)on sale of businesses19(43)Deferred tax expenses,net(Income taxes,less amount attributable to noncontrolling interests)17 To

301、tal impact from special items$56$3$1$1 Summarized segment financial information was as follows:(In millions)EvernorthHealth ServicesCigna HealthcareOther OperationsCorporate andEliminationsTotalThree months ended March 31,2024Revenues from external customers$44,886$12,012$66$1$56,965 Intersegment re

302、venues1,281 1,124 25(2,430)Net investment income59 149 75 7 290 Total revenues46,226 13,285 166(2,422)57,255 Net realized investment results from certain equity method investments(8)(8)Adjusted revenues$46,226$13,277$166$(2,422)$57,247(Loss)income before income taxes$(436)$943$18$(446)$79 Pre-tax ad

303、justments to reconcile to adjusted income from operations(Income)attributable to noncontrolling interests(77)(77)Net realized investment losses 1,456 372 1,828 Amortization of acquired intangible assets417 6 423 Special itemsIntegration and transaction-related costs 37 37 Loss on sale of businesses

304、19 19 Pre-tax adjusted income(loss)from operations$1,360$1,340$18$(409)$2,309(In millions)EvernorthHealth ServicesCigna HealthcareOther OperationsCorporate andEliminationsTotalThree months ended March 31,2023Revenues from external customers$34,511$11,650$79$46,240 Intersegment revenues1,618 963 (2,5

305、81)Net investment income50 143 78 6 277 Total revenues36,179 12,756 157(2,575)46,517 Net realized investment results from certain equity method investments(38)(38)Adjusted revenues$36,179$12,718$157$(2,575)$46,479 Income(loss)before income taxes$918$1,077$21$(415)$1,601 Pre-tax adjustments to reconc

306、ile to adjusted income from operations(Income)attributable to noncontrolling interests(42)(1)(43)Net realized investment losses(gains)24(6)18 Amortization of acquired intangible assets444 15 459 Special itemsIntegration and transaction-related costs 1 1 Pre-tax adjusted income(loss)from operations$1

307、,320$1,115$15$(414)$2,036 Includes Net realized investment losses as presented in our Consolidated Statements of Income,as well as the Companys share of certain realized investment results of its joint ventures reported in theCigna Healthcare segment using the equity method of accounting,which are p

308、resented within Fees and other revenues in our Consolidated Statements of Income.(1)(1)(1)31Revenue from external customers includes Pharmacy revenues,Premiums and Fees and other revenues.The following table presents these revenues by product,premium and service type:Three Months Ended March 31,(In

309、millions)20242023Products(Pharmacy revenues)(ASC 606)Network revenues$24,166$15,748 Home delivery and specialty revenues16,458 16,025 Other revenues2,546 1,867 Total Evernorth Health Services43,170 33,640 Total Other Operations17 Intercompany eliminations(1,151)(1,496)Total Pharmacy revenues42,036 3

310、2,144 Insurance premiums(ASC 944)Cigna Healthcare U.S.HealthcareEmployer insured4,393 4,080 Medicare Advantage2,287 2,236 Stop loss1,668 1,503 Individual and Family Plans1,040 1,208 Other1,258 1,117 U.S.Healthcare10,646 10,144 International Health885 786 Total Cigna Healthcare11,531 10,930 Other48 7

311、9 Intercompany eliminations24 16 Total Premiums11,603 11,025 Services(Fees)(ASC 606)Evernorth Health Services2,943 2,499 Cigna Healthcare1,571 1,606 Other Operations25 1 Other revenues90 66 Intercompany eliminations(1,303)(1,101)Total Fees and other revenues3,326 3,071 Total revenues from external c

312、ustomers$56,965$46,240 Cigna Healthcare includes the U.S.Healthcare and International Health operating segments,which provide comprehensive medical and coordinated solutions to clients and customers.During the fourthquarter of 2023,the U.S.Commercial and U.S.Government operating segments merged to f

313、orm the U.S.Healthcare operating segment.Information presented for the three months ended March 31,2023 has been restated to conform to the new operating segment presentation.Financial and performance guarantees.Evernorth Health Services may also provide certain financial and performance guarantees,

314、including a minimum level ofdiscounts a client may receive,generic utilization rates and various service levels.Clients may be entitled to receive compensation if we fail to meet the guarantees.Actual performance is compared to the contractual guarantee for each measure throughout the period and the

315、 Company defers revenue for any estimated payoutswithin Accrued expenses and other liabilities(current).These estimates are adjusted and paid following the end of the annual guarantee period.Historically,adjustments to original estimates have not been material.This guarantee liability was$1.9 billio

316、n as of March 31,2024 and$1.6 billion as of December 31,2023.Major customers.Revenues from a single pharmacy benefit client were approximately 15%of consolidated revenues for the three months ended March 31,2024.These amounts were reported in the Evernorth Health Services segment.Additionally,revenu

317、es from U.S.Federal Government agencies,under a number of contracts,were approximately 13%of consolidated revenues for the threemonths ended March 31,2024.These amounts were reported in the Evernorth Health Services and Cigna Healthcare segments.See Note 25 in the Companys 2023Form 10-K for prior ye

318、ar revenue concentration information.(1)(1)32Item 2.MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSPAGEExecutive Overview35Liquidity and Capital Resources38Critical Accounting Estimates41Segment Reporting42Evernorth Health Services42Cigna Healthcare44Other Operat

319、ions45Corporate46Investment Assets46Managements Discussion and Analysis of Financial Condition and Results of Operations(MD&A)is intended to provide information to assist you in betterunderstanding and evaluating our financial condition as of March 31,2024,compared with December 31,2023 and our resu

320、lts of operations for the three monthsended March 31,2024,compared with the same period last year and is intended to help you understand the ongoing trends in our business.We encourage you toread this MD&A in conjunction with our Consolidated Financial Statements included in Part I,Item 1 of this Fo

321、rm 10-Q and our Annual Report on Form 10-K forthe year ended December 31,2023(2023 Form 10-K).In particular,we encourage you to refer to the Risk Factors contained in Part I,Item 1A of our 2023Form 10-K.Unless otherwise indicated,financial information in this MD&A is presented in accordance with acc

322、ounting principles generally accepted in the United States ofAmerica(GAAP).See Note 2 to the Consolidated Financial Statements in our 2023 Form 10-K for additional information regarding the Companys significantaccounting policies and see Note 2 to the Consolidated Financial Statements in this Form 1

323、0-Q for updates to those policies resulting from adopting newaccounting guidance,if any.The preparation of interim consolidated financial statements necessarily relies heavily on estimates.This and certain other factors callfor caution in estimating full-year results based on interim results of oper

324、ations.In some of our financial tables in this MD&A,we present either percentagechanges or N/M when those changes are so large as to become not meaningful.Changes in percentages are expressed in basis points(bps).In this MD&A,our consolidated measures adjusted income from operations,earnings per sha

325、re on that same basis and adjusted revenues are not determined inaccordance with GAAP and should not be viewed as substitutes for the most directly comparable GAAP measures of shareholders net income(loss),earningsper share and total revenues.We also use pre-tax adjusted income(loss)from operations

326、and adjusted revenues to measure the results of our segments.The Company uses pre-tax adjusted income(loss)from operations and adjusted revenues as its principal financial measures of segment operating performancebecause management believes these metrics best reflect the underlying results of busine

327、ss operations and permit analysis of trends in underlying revenue,expensesand profitability.We define adjusted income from operations as shareholders net income(loss)(or income(loss)before income taxes less pre-tax income(loss)attributable to noncontrolling interests for the segment metric)excluding

328、 net realized investment results,amortization of acquired intangible assets,and specialitems.The Cigna Groups share of certain realized investment results of its joint ventures reported in the Cigna Healthcare segment using the equity method ofaccounting are also excluded.Special items are matters t

329、hat management believes are not representative of the underlying results of operations due to their natureor size.Adjusted income(loss)from operations is measured on an after-tax basis for consolidated results and on a pre-tax basis for segment results.Consolidatedadjusted income(loss)from operation

330、s is not determined in accordance with GAAP and should not be viewed as a substitute for the most directly comparableGAAP measure,shareholders net income(loss).See the below Financial Highlights section for a reconciliation of consolidated adjusted income from operations toshareholders net income(lo

331、ss).The Company defines adjusted revenues as total revenues excluding the following adjustments:special items and The Cigna Groups share of certain realizedinvestment results of its joint ventures reported in the Cigna Healthcare segment using the equity method of accounting.Special items are matter

332、s that managementbelieves are not representative of the underlying results of operations due to their nature or size.We exclude these items from this measure because managementbelieves they are not indicative of past or future underlying performance of the business.Adjusted revenues is not determine

333、d in accordance with GAAP and shouldnot be viewed as a substitute for the most directly comparable GAAP measure,total revenues.See the below Financial Highlights section for a reconciliation ofconsolidated adjusted revenues to total revenues.33CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSThis report contains forward-looking statements within the meaning of the Private Securities Litigation