Cigna Group
For the period ended Dec 31, 2023. Filed Feb 29, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 29, 2024
CI$293.59-2.6%Stored close · as of Nov 6, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
| For the fiscal year ended December 31, 2023 | |
|---|---|
| OR | |
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ______________ to ______________
Commission file number 001-38769
The Cigna Group
(Exact name of registrant as specified in its charter)
| Delaware | 82-4991898 |
|---|---|
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 900 Cottage Grove Road, Bloomfield, Connecticut | 06002 |
| (Address of principal executive offices) | (Zip Code) |
| (860) 226-6000 | |
| Registrant's telephone number, including area code | |
| Securities registered pursuant to Section 12(b) of the Act: | ||
|---|---|---|
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, Par Value $0.01 | CI | New York Stock Exchange, Inc. |
Securities registered pursuant to Section 12(g) of the Act:
NONE
| Yes | No | ||||
| Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. | ☒ | ☐ | |||
|---|---|---|---|---|---|
| Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. | ☐ | ☒ | |||
| 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 the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. | ☒ | ☐ | |||
| Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). | ☒ | ☐ | |||
| Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act. | |||||
| Large accelerated filer | ☒ | Accelerated filer | ☐ | Non-accelerated filer | ☐ |
| Smaller reporting company | ☐ | Emerging growth company | ☐ | ||
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | ☐ | ||||
| Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. | ☒ | ||||
| If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. | ☐ | ||||
| Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). | ☐ | ||||
| Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). | ☐ | ☒ | |||
The aggregate market value of the voting stock held by non-affiliates of the registrant as of June 30, 2023 was approximately $82.8 billion.
As of January 31, 2024,292,355,022 shares of the registrant's Common Stock were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Part III of this Form 10-K incorporates by reference information from the registrant's definitive proxy statement related to the 2024 annual meeting of shareholders.
TABLE OF CONTENTS
| FREQUENTLY REQUESTED 10-K INFORMATION | |
|---|---|
| Page | |
| Risk Factors | 30 |
| Executive Overview | 52 |
| Key Transactions and Business Developments | 55 |
| Liquidity and Capital Resources | 56 |
| Critical Accounting Estimates | 61 |
| Segment Information | 132 |
| Revenues by Product Type | 136 |
| Page | ||
|---|---|---|
| Cautionary Statement | ||
| PART I | ||
| Item 1. | Business | 1 |
| Overview | 1 | |
| Evernorth Health Services | 3 | |
| Cigna Healthcare | 8 | |
| Other Operations | 13 | |
| Miscellaneous | 14 | |
| Investment Management | 14 | |
| Strategic Investments | 15 | |
| Digital, Data and Technology | 15 | |
| Human Capital Management | 16 | |
| Environmental, Social and Governance | 18 | |
| Regulation | 18 | |
| Item 1A. | Risk Factors | 30 |
| Item 1B. | Unresolved Staff Comments | 45 |
| Item 1C. | Cybersecurity | 45 |
| Item 2. | Properties | 47 |
| Item 3. | Legal Proceedings | 47 |
| Item 4. | Mine Safety Disclosures | 47 |
| Information about our Executive Officers | 48 | |
| PART II | ||
|---|---|---|
| Item 5. | Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 49 |
| Item 6. | [Reserved] | 50 |
| Item 7. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 51 |
| Item 7A. | Quantitative and Qualitative Disclosures about Market Risk | 72 |
| Item 8. | Financial Statements and Supplementary Data | 73 |
| Item 9. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | 137 |
| Item 9A. | Controls and Procedures | 137 |
| Item 9B. | Other Information | 137 |
| Item 9C. | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | 137 |
| PART III | ||
| Item 10. | Directors, Executive Officers and Corporate Governance | 138 |
| A. Directors of the Registrant | ||
| B. Executive Officers of the Registrant | ||
| C. Code of Ethics and Other Corporate Governance Disclosures | ||
| D. Delinquent Section 16(a) Reports | ||
| Item 11. | Executive Compensation | 138 |
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 139 |
| Item 13. | Certain Relationships and Related Transactions, and Director Independence | 139 |
| Item 14. | Principal Accountant Fees and Services | 139 |
| PART IV | ||
| Item 15. | Exhibits and Financial Statement Schedules | 140 |
| Signatures | 148 | |
| Index to Financial Statement Schedules | FS-1 | |
| Exhibits | ||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.