CICigna

We note your disclosures of Premiums, Medical costs and other benefit expenses, and Selling, general and administrative expenses with changes in each line item attributable to two or more factors. Please revise your disclosure in future quarterly and annual filings by quantifying the impact of each material contributing factor, including any offsetting factors, when explaining the changes in your results of

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operations from period to period. Refer to Item 303 (a) to (c) of Regulation S-K and Section III.D of SEC Release No. 33-6835 for guidance. Critical Accounting Estimates, page 61 Please tell us whether and how management considered disclosing the estimates involved in measuring the assets and liabilities held for sale and the associated the loss 2. on sale as part of your critical accounting estimates disclosures. Refer to Item 303(b)(3) of Regulation S-K. Segment Reporting, page 65 3. In addition to the segment information that is also disclosed in your footnote 25 pursuant to ASC 280, we note that you present several segment measures in your filing, which appear to be non-GAAP financial measures. As examples, additional measures disclosed include Pre-tax adjusted margin by segment, Adjusted expense ratio for Evernorth Health Services and for Cigna Healthcare, Adjusted gross profit and Adjusted pharmacy revenues by distribution channel for Evernorth Health Services. In future filings, please include a reconciliation to the most directly comparable GAAP measure for each non-GAAP measure. In addition, please disclose the reasons why management believes these non-GAAP measures provide useful information to investors required by Item 10(e) of Regulation S-K. Refer to Question 104.03 of the C&DIs on Non-GAAP Financial Measures for guidance. 4. We note your presentation of Gross Profit, which you define as total revenues less Pharmacy and other service costs. However, we also note that no such measure is presented in the financial statements on page 75. Please tell us if your definition of gross profit represents a fully burdened gross profit, and by effect, whether the pharmacy and other service costs line item is inclusive of all costs of revenue consistent with Rule 5-03(b)(2) of Regulation S-X. Note 6 - Assets and Liabilities of Businesses Held for Sale, page 89 5. We note your disclosure that your estimated pre-tax loss on sale amounted to $1.5 billion for the year ended December 31, 2023, representing in part asset write-downs. Please tell us how you considered ASC 360-10-35-39 and determined the loss on sale should be included in Loss on sale of businesses below the line of Income from operations in your consolidated statement of income, citing relevant guidance. We also note your disclosure on page 124 that goodwill transferred to businesses held for sale was $1,553 million during 2023 and the carrying value of goodwill included in assets held for sale was $396 million as of December 31, 2023. Please explain what the difference represents and how you considered the presentation and disclosure requirements under ASC 350-20-45-2 and ASC 350-20-50-2. Note 17 - Segment Information, page 32 6. We note your disclosure on page 9 that the Evernorth Health Services reportable segment includes the Pharmacy Benefit Services and the Specialty and Care Services operating segments, and that the Cigna Healthcare reportable segment includes the U.S. Healthcare and International Health operating segments. Please tell us how you considered aggregating or combining these operating segments in determining your reportable segments pursuant to ASC 280-10-50-10 through 50-13. Please compare and contrast aggregated or combined operating segments relative to their economic characteristics and to each of the areas listed in ASC 280-10-50-11a to 11e. Evernorth Health Services Segment Three and Six Months Ended June 30, 2024 versus Three and Six Months Ended June 30, 2023, page 48 7. We note your disclosure on page 46 regarding different key factors impacting the results of your Pharmacy Benefit Services and Specialty and Care Services. We also note your disclosures of adjusted revenues, gross profit, and pre-tax adjusted income from operations with changes in each measure attributable to two or more factors. Please revise your disclosure in future filings by quantifying the impact of each material contributing factor, including any offsetting factors, when explaining the changes in your segment revenues and profitability from period to period. For example, consider separately disclosing the results of Pharmacy Benefit Services and Specialty and Care Services, and quantifying impacts from changes in pricing and volume, or by any dimensions that management considers meaningful to investors, or tell us why you do not believe such disclosures are necessary. Please clarify how “continued affordability improvement” increased your gross profit and pre-tax adjusted income from operations. In addition, where you identify intermediate causes such as higher claims volume and growth in businesses, also describe the reasons underlying the intermediate causes. Refer to Item 303(a) to (c) of Regulation S-K and In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.

to the Staff's comment, beginning with our Form 10-Q for the quarter ended September 30, 2024 (the "3Q24 Form 10-Q"), filed with the Commission on October 31, 2024, we have revised our disclosure, and will continue to do so in future filings, to expand our discussion and analysis to also include quantification of each material contributing factor, including any offsetting factors, that explain changes to the Company's results of operations from period to period.

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For example, in the 3Q24 Form 10-Q, the Company disclosed the following with respect to its Cigna Healthcare reportable segment on page 50 in its Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"):

Adjusted revenues increased 3% and 4%, primarily due to higher premiums within employer insured (+$238 million and +$810 million), Medicare Part D (+$202 million and +$410 million) and stop loss (+$141 million and +$457 million), in each case reflecting premium rate increases to cover expected increases in underlying medical costs, partially offset by lower premiums within Individual and Family Plans (-$268 million and -$754 million), reflecting a decrease in customers.

Pre-tax adjusted income from operations decreased 4% for the three months ended September 30, 2024, primarily due to higher medical costs (-$569 million), partially offset by higher adjusted revenues (+$395 million) and lower selling, general and administrative expenses excluding special items (+$126 million), primarily reflecting ongoing efficiencies.

Pre-tax adjusted income from operations increased 6% for the nine months ended September 30, 2024, primarily due to higher adjusted revenues (+$1.4 billion) and lower selling, general and administrative expenses excluding special items (+$155 million), primarily reflecting ongoing efficiencies, partially offset by higher medical costs (-$1.3 billion). The impact of higher premiums in adjusted revenues and medical costs are reflected in the medical care ratio calculation.

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We note your response to prior comment 6 regarding your aggregation of U.S. Healthcare and International Healthcare operating segments. Please address the following: • Your response indicates the historical margins (i.e., pre-tax adjusted income from operations divided by total adjusted revenues) for these operating segments have ranged from the high single digits to the low double digits, and U.S.

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Healthcare has generally performed at the higher end of that range relative to International Health while management expects further margin convergence over the longterm. Please provide us with the actual margins for each of these two operating segments in historical periods presented in your financial statements and explain how you analyzed the similarity of the long-term average margins, including when you expect convergence to occur over the long-term. As part of your response, please include your consideration of the implementation guidance in ASC 280-10-55-7A. • We also note your response indicates that variations in the financial performance of the two operating segments are expected due to factors such as the type of products offered, local regulatory capital requirements, and customer location and demographics. In addition to the economic similarity, please explain how you considered this variation in your analysis of the qualitative factors in ASC 28010-50-11a to 11e.

We acknowledge the Staff's comment requesting additional analysis of management's conclusions related to Cigna Healthcare's operating segments' similar long-term financial performance expectations in accordance with ASC 280-10-50-11 and ASC 280-10-55-7A and how these determinations led to our decision to aggregate the U.S.

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Healthcare and International Health operating segments into one reportable segment.

As noted in response to comment 1 above, pre-tax margin is a key metric used by our chief operating decision maker in assessing each operating segment's performance and is calculated as pre-tax adjusted income from operations divided by total adjusted revenues. Actual historical margins for the U.S. Healthcare and International Health operating segments for the periods presented in the 2023 Form 10-K and Form 10-Q's for the quarterly periods ended March 31, June 30, and September 30, 2024 were as follows:

Our analysis of the similarity of the operating segments' margins considered historical, current and forecasted performance over a multi-year period. For the current and historical periods analyzed, our analysis demonstrated a tight range of actual margins within the high single to low double-digit range. The slightly larger variance in margins observed during 2024 was driven by short-term trends in the U.S. Healthcare business and we do not believe it is an indicator of longer-term divergence. Additionally, over the time periods presented in the chart above, the U.S. Healthcare average margin was 9.1% and the International Health average margin was 10.2%, which are very similar on both an absolute and relative basis. In accordance with ASC 280-10-55-7A, our analysis also contemplated future margin expectations derived from our most recent multi-year strategic plan. For example, actual U.S. Healthcare margins reported in our historical filings include certain businesses currently classified as held for sale. The sale of these businesses is expected to close in early 2025, and as a result, when we assessed the future prospects of the Cigna Healthcare operating segments, we analyzed margin expectations excluding the businesses held for sale. Our current strategic plan forecasts the U.S. Healthcare operating segment to generate margins at the higher end of the range relative to the International Health operating segment, with convergence expected over the next four years. We believe these analyses support the conclusion that the U.S. Healthcare and International Health operating segments are expected to have similar long-term economic characteristics.

Products Offered

As indicated in the analyses above, operating results vary from period to period primarily based on healthcare utilization by our customers and the mix of products sold. As noted in our response to the Staff’s prior comments, in both the U.S. Healthcare and International Health operating segments, we strive to provide clients and customers with comprehensive medical health solutions. Our offerings are designed to include core medical as well as associated health solutions (examples include pharmacy, behavioral or dental) to achieve optimal health outcomes. We also provide multiple options for clients and customers to pay for their healthcare benefits, including fully insured and administrative services only arrangements. Clients and customers select the products and funding solutions that best suit their specific healthcare and financial risk management needs. While the product offerings across U.S. Healthcare and International Health are similar, individual clients and customers ultimately choose to bundle and utilize our products and services to satisfy their healthcare needs. The variation in customer buying and utilization behavior does not alter the conclusion that the products offered by both Cigna Healthcare operating segments are similar. Approximately 60% of the clients of our global health benefits business, which provides health benefits to employees while working outside of their home country, are also the largest multinational clients of our U.S. Healthcare operating segment. The production processes needed to support clients and customers are aligned with the product offerings and constructed with similar functional capabilities. Although only a portion of the operational capabilities are shared by the operating segments, the similarity is evident within the intended purpose of the operating processes that are fundamentally consistent.

Operating Segment Geography

We also contemplated geography as a difference between U.S. Healthcare and International Health in our qualitative analysis. We considered whether the physical location of our customers, the provision of medical services and execution of operational processes could impact the similarity of the qualitative aggregation criteria. Approximately 20% of the healthcare benefits provided to the customers of the International Health segment is delivered in the U.S. and leverages the same provider and care network that is available to the U.S. Healthcare segment customers. Although there is variation in the physical location of many aspects of the businesses, we concluded that, in substance, the nature of both the products and services and the operational processes supporting the businesses are similar.

Local Regulatory and Capital Requirements

We also considered local regulatory and capital requirements, including the fact that regulation applicable to each of the Cigna Healthcare operating segments is similar in that it exists at the federal and state level domestically as well as at the national and local levels internationally. In geographies where we participate, specific health care insurance regulations vary; they are, however, consistently designed to govern the provision of healthcare services to customers. Capital requirements may also vary based on specific jurisdictions but are consistently structured to achieve the same primary goal of ensuring sufficient assets are available to pay customer claims.

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We note on pages 48 and 49 that your Adjusted SG&A expense ratio by segment is calculated using the applicable segment’s selling, general and administrative expenses excluding certain special items. Please tell us whether you believe Adjusted SG&A expense ratio by segment is a non-GAAP measure considering Question 104.03 of the C&DIs on Non-GAAP Financial Measures.

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Where applicable, include in your future filings a reconciliation to the most directly comparable GAAP measure for each non- GAAP measure and disclose the reasons why management believes such non-GAAP measure provides useful information to investors required by Item 10(e) of Regulation S-K.

to the Staff's comment, beginning in our 2024 Form 10-K, as shown below we will modify the presentation in our MD&A of this metric. For illustrative purposes, we have presented the reported figures for Evernorth Health Services for three months ended September 30, 2024 and 2023 as they are proposed to be modified in our forthcoming 2024 Form 10-K.

Financial Summary

Three Months Ended September 30,

(Dollars in millions) 2024 2023 Change

Adjusted revenues (1)

$ 52,637 $ 38,596 36 %

Pre-tax adjusted income from operations (1)

$ 1,876 $ 1,716 9 %

Pre-tax margin (1)(2)

3.6 4.4 (80)

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bps

SG&A expense ratio (3)

1.7 2.2 (50) bps

(1)See the Segment Information Note to the Consolidated Financial Statements for reconciliation of adjusted revenues and pre-tax adjusted income from operations to Total revenues and Income before income taxes, respectively.

(2)Pre-tax margin is calculated as pre-tax adjusted income from operations divided by adjusted revenues.

(3)SG&A expense ratio is calculated as segment selling, general and administrative expenses divided by adjusted revenues. See the Segment Information Note to the Consolidated Financial Statements for further details.

With the adoption of the FASB's ASU 2023-07, Segment Reporting-Improvements to Reportable Segment Disclosures, which is required to be adopted in our 2024 Form 10-K, our segment footnote will specifically include the segment selling, general and administrative expenses that are used as the numerator in the SG&A expense ratio as shown below. For illustrative purposes, we have presented the three months ended September 30, 2024 as proposed to be modified in our forthcoming 2024 Form 10-K.

Segment Information Note

(In millions) Evernorth Health Services Cigna Healthcare Other Operations Corporate and Eliminations Total

Three months ended September 30, 2024

Revenues from external customers $ 51,552 $ 11,919 $ 137 $ 1 $ 63,609

Intersegment revenues 1,045 1,279 18 (2,342)

Net investment (loss) income (142) 142 79 6 85

Total revenues 52,455 13,340 234 (2,335) 63,694

Net investment results from certain equity method investments — (177) — — (177)

Special item related to impairment of dividend receivable 182 — — — 182

Adjusted revenues $ 52,637 $ 13,163 $ 234 $ (2,335) $ 63,699

Pharmacy and other service costs 49,768 —

Medical costs — 9,355

Selling, general and administrative expenses 894 2,637

Other segment items (1)

Interest (expense) and other — 3

Less income attributable to noncontrolling interests 99 —

Pre-tax adjusted income (loss) from operations 1,876 1,174 (6) (425) 2,619

(1) Other segment items represent the difference between segment adjusted revenues less significant segment expenses and pre-tax adjusted income (loss) from operations and they do not represent significant segment items relative to the CODM’s review and oversight.

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