The first proposal from the Durocher Fund was submitted in December and is calling on UnitedHealth to prepare a report that assesses the public health and economic risks associated with the company’s practices that may limit or delay access to healthcare services. Specifically, the proposal is seeking an analysis of how prior authorization requirements or coverage denials may result in delays or abandonment of medical treatment, and potentially lead to adverse health outcomes for members.
In its Jan. 31 letter to the SEC, UnitedHealth argued that the proposal should be excluded because it is related to the company’s ordinary business operations and is not appropriate for shareholder oversight. The company further claimed that the proposal lacked specificity and could lead to micromanagement of complex healthcare operations.
The second proposal, submitted by shareholder Chris Mueller on Dec. 31, requests that the company implement a third-party auditing process to review denied claims, particularly in cases involving patient deaths. The proposal also calls for UnitedHealth to issue apology letters, signed by board members and executives, to families when claims were wrongly denied, citing a specific case involving an allegedly insensitive and factually incorrect denial letter.
UnitedHealth is seeking to exclude this proposal on procedural grounds, saying that it was submitted after the company’s publicly disclosed deadline of December 23, 2024.
In January, a group of UnitedHealth shareholders announced they had also filed a proposal requesting that the company prepare a report on “public health-related costs and macroeconomic risks created by the company’s practices that limit or delay access to healthcare.”
The group argued that UnitedHealth’s prior authorization policies and other business practices could “increase short-term revenue while risking company brand name.”
The shareholder proposals come amid public scrutiny of UnitedHealth and insurers at large following the killing of UnitedHealthcare CEO Brian Thompson in late December. Companies must put shareholder proposals to a vote in annual proxy statements, unless they meet conditions to be excluded. Company management can recommend shareholders vote against proposals.
In December, UnitedHealth said it pays around 90% of medical claims when they are submitted. The company has more than 5,000 institutional investors, according to Fintel.
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