UNH UnitedHealth Group Inc

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES                                                                                   
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940                       

1. Name and Address of Reporting Person * HEMSLEY STEPHEN J	2. Issuer Name and Ticker or Trading Symbol UNITEDHEALTH GROUP INC [ UNH ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner _____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle) C/O UNITEDHEALTH GROUP, 9900 BREN ROAD EAST	3. Date of Earliest Transaction (MM/DD/YYYY) 12/14/2021
(Street) MINNETONKA, MN 55343 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/14/2021		A		36.976 (1)	A	$0.00	664321.982 (2)(3)	D
Common Stock								327.2034	I	by 401(k)
Common Stock								37830	I	by Trust
Common Stock	9/23/2021		G	V	183400	D	$0.00	0 (4)	I	by GRAT6
Common Stock								243000	I	by GRAT7
Common Stock								250000	I	by GRAT8
Common Stock								250000	I	by GRAT9

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
(1)	Represents dividend equivalents paid on outstanding deferred stock units and restricted stock units. The dividend equivalents are subject to the same terms as the respective underlying units and are forfeited if such units do not vest.
(2)	Amount of shares beneficially owned has been adjusted due to an administrative error.
(3)	Includes 143,750 UNH shares transferred from the Grantor Retained Annuity Trust #6 to the reporting person to satisfy an annuity payment on September 23, 2021. This transfer is exempt from Section 16 pursuant to Rule 16a-13.
(4)	On September 23, 2021, 143,750 UNH shares held in GRAT #6 were distributed to the reporting person to satisfy an annuity payment and are reported as directly owned.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
HEMSLEY STEPHEN J C/O UNITEDHEALTH GROUP 9900 BREN ROAD EAST MINNETONKA, MN 55343	X

Signatures
Faraz A. Choudhry, Attorney-in-Fact for Stephen J. Hemsley		12/16/2021
**Signature of Reporting Person		Date