UnitedHealth Stock Sales Prompt Lawmakers to Call for SEC Probe

(Bloomberg) -- Democratic US lawmakers led by Massachusetts Senator Elizabeth Warren are asking the Securities and Exchange Commission to investigate the timing of stock sales by UnitedHealth Group Inc.’s chairman and three executives.

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The company officials netted a combined $101.5 million through trades made after the company was reportedly notified of an antitrust investigation but before the probe became public, Bloomberg News disclosed earlier this month. “The reports regarding these trades reveal a disturbing fact pattern,” the lawmakers wrote in a letter to SEC Chairman Gary Gensler this week.

The transactions occurred between October, when the health insurer reportedly learned of the investigation, and February, when the probe was reported in the media. Shares of UnitedHealth fell 5.2% over two trading sessions following the reports.

Warren and her colleagues are asking the SEC to review whether the antitrust investigation was material to UnitedHealth investors and, if so, whether the disclosures were sufficient. The company hasn’t explicitly acknowledged this probe but in regulatory filings says it’s subject to “routine, regular and special investigations, audits and reviews” from various state and federal agencies, including the Justice Department.

An SEC spokesperson said Gensler will respond to members of Congress directly.

UnitedHealth said its protocols for trading company stock include restrictions and processes that ensure the company complies with all SEC trading rules and regulations. All of the officials followed these protocols and received approval from the company, UnitedHealth said in a statement.

Reports that US antitrust regulators were examining the managed care industry first surfaced in mid-2023.

Warren has been a frequent critic of health insurers — and UnitedHealth in particular — and has called on regulators to closely scrutinize the company’s dealmaking. She sits on the Senate Finance Committee, which is expected to hear testimony from UnitedHealth Chief Executive Officer Andrew Witty in a hearing Wednesday about a cyberattack at the company’s Change Healthcare subsidiary.

The letter was also signed by more than a dozen other lawmakers, including Representative Jake Auchincloss and Senator Edward Markey, both of Massachusetts.

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