Cigna Group

PROXY STATEMENT SUMMARY

2024 Performance and Accomplishments

Delivering in a Dynamic Environment

Thanks to the dedicated efforts of our approximately 70,000 colleagues around the world, The Cigna Group delivered the following financial results for fiscal year 2024:

•Grew full-year total revenue by 27% to $247.1 billion.

•Achieved full-year shareholders’ net income per share of $12.12 and adjusted income from operations, per share* of $27.33.

•Returned $8.6 billion to shareholders through share repurchases and dividends.

To drive meaningful value for all our stakeholders, we announced the sale of our Medicare businesses to Health Care Service Corporation (HCSC). The transaction is expected to close in the first quarter of 2025, subject to receipt of applicable regulatory approvals and other customary closing conditions.

Continuing to Drive Our Growth Strategy

We innovated, partnered, expanded access to care, and delivered differentiated value to improve lives and advance our vision for the future of health care. We will continue to focus on driving value and supporting accountability and transparency while executing on our growth strategy to have an even greater positive impact.

•We began dispensing a HUMIRA interchangeable biosimilar to eligible Accredo by Evernorth® patients with $0 cost to our patients – and by year-end 2024 biosimilar use for eligible HUMIRA scripts reached nearly 50%. In addition, we announced a STELARA biosimilar for $0 cost to our patients, which will be available in early 2025.

•We enrolled approximately 8 million lives in EncircleRx, a new solution for managing GLP-1 medications for weight loss and diabetes. We are supporting the best possible patient health outcomes by providing those on a GLP-1 additional lifestyle support and tools to sustain long-term change.

•We delivered approximately $275 million in patient savings for insulin and other diabetes medications since launching the Patient Assurance Program in 2019.

•We expanded patient protection against the high cost of gene therapies for 7.5 million people.

•We launched Evernorth Behavioral Care Group to provide evidence-based, outcome-driven care both online and in person through a simpler care delivery experience. Patients can book an appointment and are guaranteed to see a clinician who matches their unique goals and preferences within 72 hours, contributing to 84% of patients experiencing significant reductions in depression and anxiety symptoms as of August 2024.

•We also addressed industry challenges around long wait times for care by expanding MD Live by Evernorth® urgent care services with the launch of an “E-Treatment” option. Now, approximately 12.5 million Cigna Healthcare customers have quick, flexible access to urgent care from board-certified doctors without any direct interaction via phone or video.

•We partnered with a large employer to build CareNav+, a benefits navigation solution that is transforming the fragmented benefits ecosystem to provide customers with the personalized guided experiences they need. The navigator is now available to Cigna Healthcare clients with Express Scripts.

•To improve the health services and solutions we provide to our federal clients that work with special groups such as veterans and active-duty service members, we introduced Evernorth Federal Services.

•To ensure patients with complex or chronic conditions get the medications they need, we dispensed approximately 8 million medications across our specialty pharmacies.

•We expanded our global footprint with the launch of innovation hubs in Hyderabad, India, and Galway, Ireland.

•Evernorth Health Services acquired VFP Pharmacy Group to establish a comprehensive fertility pharmacy solution which brings us to approximately 40 care delivery sites.

•We helped support approximately 125,000 births; aided approximately 10,000 women with their fertility needs as they look to grow their families and treated nearly 22,000 specialty patients in their homes.

PROXY STATEMENT SUMMARY

Advancing Better Health for All

We aim to transform the ecosystem of health into one that is well functioning, sustainable, accessible, and equitable. Our environmental, social, and governance approach is structured around four connected pillars—Healthy Society, Healthy Workforce, Healthy Environment, and Healthy Company—that underscore our mission to improve the health and vitality of those we serve. In 2024, we:

•Supported approximately $48 million in combined giving between The Cigna Group and The Cigna Group Foundation and announced a multiyear philanthropic and community engagement initiative focused on three essential areas: improving youth mental health, improving veteran mental health through housing stability, and reducing barriers to health equity.

•Formally committed to the Science Based Targets initiative. We disclosed additional Scope 3 greenhouse gas (GHG) emissions categories in our 2023 Environmental, Social, and Governance Report and plan to set near-term science-based GHG reduction targets.

•Expanded our commitment to spend more with suppliers underrepresented in our supply chain, targeting $1.6 billion annually in 2025, and continued to deepen engagement with our suppliers under management by monitoring EcoVadis compliance.

•Received the following recognitions:

•Named one of America’s Most JUST Companies for the sixth year by JUST Capital and CNBC, including No. 1 in the Health Care Providers industry and No. 10 overall in the JUST 100 for 2024.

•Awarded Silver medal from EcoVadis, which represents top 15% of all scored companies across environment, labor and human rights, ethics, and sustainable procurement topics.

•Named among America’s Climate Leaders by USA TODAY.

•Continued to prioritize the health and vitality of our employees by adding a Preventive Care Day for eligible U.S.-based employees, effective as of January 1, 2025. This is a paid day off that can be used anytime during the year for employees to get preventive care and wellness checks.

Throughout this Proxy Statement, we reference information available on our website. The information on our website is not, and shall not be deemed to be, part of this Proxy Statement or incorporated herein or into any of our other filings with the SEC.

*We encourage you to review our Annual Report on Form 10-K for the year ended December 31, 2024. Consolidated adjusted income from operations, per share is not determined in accordance with accounting principles generally accepted in the United States (GAAP) and should not be viewed as a substitute for the most directly comparable GAAP measure, shareholders’ net income, per share. Additional information regarding our use of non-GAAP measures and reconciliations to the most directly comparable GAAP measure can be found on Annex A.

PROXY STATEMENT SUMMARY

Corporate Governance at The Cigna Group

The Cigna Group is committed to ensuring strong corporate governance practices that protect the best interests of our shareholders and other key stakeholders. We believe that strong corporate governance and a majority independent Board provide the foundation to oversee our mission and business strategy, drive our culture of ethics and integrity, and promote and foster confidence from our shareholders and other key stakeholders. The Board has adopted policies and processes that foster effective Board oversight of critical matters, such as strategy, leadership succession planning, risk oversight, financial and other controls, compliance, culture, and environmental, social, and governance matters.

Director Nominees

PROXY STATEMENT SUMMARY

Key Governance Practices

Shareholder Engagement

The Board and the Corporate Governance Committee oversee the Company’s shareholder engagement practices. Our engagement with shareholders helps us better understand our shareholders’ priorities and perspectives. The Board considers feedback and insights from our shareholders as it reviews and evolves our governance and executive compensation practices and disclosures.

We engage with shareholders throughout the year on a number of topics related to corporate governance, executive compensation, corporate responsibility, Company performance, and other areas of focus for shareholders. Since the filing of our 2024 proxy statement, we engaged on governance-related topics with holders of approximately 30% of our outstanding stock.(1)

In 2024, we invited holders of approximately 70% of our outstanding stock, including our 100 largest shareholders, to engage with us to discuss governance-related topics.(1)

Beyond specific engagement around governance-related topics, the Investor Relations team and senior management engage with investors regularly to discuss our operating performance and growth strategy.

(1)Based on holdings as of December 31, 2024.

PROXY STATEMENT SUMMARY

Executive Compensation at The Cigna Group

We believe that aligning executive compensation to the achievement of enterprise goals that support our mission and our commitment to our customers will result in improved health care access and affordability, along with the creation of meaningful and sustained long-term value benefiting our customers, patients, clients, shareholders, and other stakeholders.

(1) CEO long-term incentive target at midpoint of target range.

PROXY STATEMENT SUMMARY

2024 CEO Compensation

Guided by the principles summarized above, performance-based incentives represented approximately 92% of Mr. Cordani’s total target compensation for 2024, including 76% in long-term incentive (LTI) and 16% in Enterprise Incentive Plan (EIP) awards. This compensation structure is designed to reward Mr. Cordani for performance achieved and align his interests with those of our long-term shareholders.

*Totals may not add to 100% due to rounding.

CEO LTI target at midpoint of target range

PROXY STATEMENT SUMMARY

(1)Based on the the weighted average price of the Company’s common stock price at time of exercise.

PROXY STATEMENT SUMMARY

Environmental, Social, and Governance at The Cigna Group

At The Cigna Group, we advance better health for all. Our environmental, social, and governance approach is rooted in our drive to make the health care system well-functioning, sustainable, and equitable. This approach is structured around four connected pillars that underscore our mission to improve the health and vitality of those we serve.

Healthy Society

We are committed to understanding and addressing social determinants of health and improving medical quality and access while lowering health risks, promoting preventive health interventions, and coordinating all aspects of care. We drive progress by aligning our products and services with value-based care models, leveraging integrated benefits, managing drug costs through innovation, expanding digital offerings, and reviewing coverage policies for health equity. Priority topics include:

•Sustainable Health Care

•Product Service and Quality

•Health Equity

•Community Resilience

Every day, we work to make a difference in the health of our communities.

Healthy Workforce

We believe that employers play a vital role in the health care system, and we strive to be a model for others by prioritizing and investing in the health and vitality of employees within our own company. We aim to cultivate a purpose- and performance-driven workforce that is equipped and empowered to drive growth and innovation across our diverse businesses. Priority topics include:

•Employee Health, Safety, and Vitality

•Inclusion Within Our Workforce

•Human Capital Development

We strongly believe that investing in the health of our people is one of the most important decisions we can make as a company.

Healthy Environment

We believe that responsible environmental stewardship can improve health and vitality and also makes sound business sense. We strive to identify new efficiencies and make strategic investments that reduce our environmental impacts and our operating costs. Priority topics include:

•Climate Change and Emissions

•Sustainable Operations

Healthy Company

We have a deep and long-held commitment to strong governance as well as ethical and resilient business practices. This includes protecting the sensitive data of our clients and customers by ensuring cybersecurity incident response preparedness, as well as supporting a responsible and inclusive supply chain. Priority topics include:

•Leadership and Accountability

•Business Ethics and Compliance

•Data Protection

•Responsible Supply Chain

PROXY STATEMENT SUMMARY

Voting Matters and Board Recommendations

For the reasons set forth below and as further detailed throughout this Proxy Statement, the Board of Directors unanimously recommends that you vote FOR each of the management proposals.

For the reasons set forth below and as further detailed throughout this Proxy Statement, the Board of Directors unanimously recommends that you vote AGAINST the following shareholder proposal.