(Bloomberg) — Democratic U.S. lawmakers led by Sen. Elizabeth Warren of Massachusetts are calling on the Securities and Exchange Commission to investigate the timing of stock sales by the chairman of UnitedHealth Group Inc. and three executives.
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As Bloomberg News revealed earlier this month, company officials raised a total of $101.5 million in net proceeds from transactions after the company was reportedly notified of an antitrust investigation but before the investigation became public. “The reports of these trades reveal a disturbing fact pattern,” the lawmakers wrote in a letter to SEC Chairman Gary Gensler this week.
The transactions took place between October, when the health insurer reportedly learned of the investigation, and February, when the investigation was reported in the media. Shares of UnitedHealth fell 5.2% in two trading sessions following the reports.
Warren and her colleagues are asking the SEC to consider whether the antitrust investigation was significant to UnitedHealth investors and, if so, whether the disclosures were sufficient. The company has not specifically acknowledged this investigation, but says in regulatory filings that it is subject to “routine, periodic and special investigations, audits and reviews” by various state and federal agencies, including the Department of Justice.
An SEC spokesman said Gensler would respond directly to members of Congress.
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 officials followed these protocols and received approval from the company, UnitedHealth said in a statement.
Reports that U.S. antitrust regulators were probing the managed care industry first surfaced in mid-2023.
Warren has been a frequent critic of health insurers – and UnitedHealth in particular – and called on regulators to closely scrutinize the company’s financial statements. She sits on the Senate Finance Committee, which is expected to hear from UnitedHealth CEO Andrew Witty at a hearing Wednesday about a cyberattack on the company’s Change Healthcare subsidiary.
The letter was also signed by more than a dozen other lawmakers, including Rep. Jake Auchincloss and Sen. Edward Markey, both of Massachusetts.
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