UCare CEO salary topped $1M as the health insurer foundered

When Hilary Marden-Resnik became chief executive at UCare almost four years ago, the health insurer was growing and generating record profits.

Today, the Minneapolis-based nonprofit is winding down operations. State officials took it over in December after UCare posted a half-billion-dollar loss. Hundreds are losing jobs. Marden-Resnik has told colleagues she’s stepping down with the Jan. 1 sale of its remaining business to Medica, a rival health insurer.

The most recent public tax filings show Marden-Resnik received $1.27 million in pay in 2024, including a base salary that declined to $800,000 and bonuses and incentives that actually increased 15% that year, an annual Minnesota Star Tribune review of nonprofit filings shows.

Marden-Resnik clearly failed to stave off a shutdown — a highly unusual outcome for a large nonprofit group. Yet it’s not clear whether or how her leadership may have caused UCare’s demise. Her increased bonus and incentive pay stemmed from performance in prior years and was not meant to reward her for decisions that caused the insurer’s finances to spiral.

Yet her pay package tees up accountability questions, particularly as Minnesota health care providers may not receive payments for services they’ve already provided to patients covered by UCare. Sources close to the company say top executives and management received bonus pay in 2025 for work the prior year, too, although details weren’t available.

Board members at UCare could not be reached for comment, and the company did not make Marden-Resnik available for an interview.

“What I’d want to be careful about is hindsight bias,” said Alexander Yaffe, managing director with the executive compensation consulting firm Pearl Meyer. “I don’t know what transpired between the reported bonus and the organization shutting down.”

UCare suffered massive financial losses in two of its three primary health insurance markets.

The company throughout its history managed care for low-income patients in the state’s Medicaid program, where several health insurers have been complaining in recent years about payment rates from the state of Minnesota.

A report last year from actuarial firm Milliman found Medicaid-managed care organizations in Minnesota in 2024 spent the highest percentage of reimbursements on actual care, suggesting the state’s payment rates were insufficient to cover the cost of many health care services.

UCare also had a large business running Medicare Advantage health plans, which are a privatized version of the federal government’s Medicare program.

The Minneapolis-based insurer was similar to national insurers Humana and CVS/Aetna in losing large sums during 2024 on Medicare Advantage. But while Humana and CVS/Aetna exited markets and cut benefits to shed membership in 2025, UCare continued to pursue a growth strategy. It expanded membership by 20% to about 182,000 people last year.

UCare’s management wasn’t alone in suffering from what one analyst described as a “winner’s curse” at health insurance giant UnitedHealthcare. The Eden Prairie-based company added membership in 2025 as the federal government tightened payments in Medicare Advantage, although the company still made money thanks in part to its size and business diversification.

But parent company UnitedHealth Group saw an unprecedented stock sell-off last year due in part to downsized growth prospects in its Medicare Advantage business.

Several key decisions about whether and how UCare should keep trying to grow its Medicare Advantage business in 2025 were made after Marden-Resnik’s bonus pay in 2024 had been set.

UCare also provided coverage in the “Obamacare” market where individuals and families buy health insurance through the state’s MNsure health insurance exchange. This market has been healthier for UCare, compared with huge losses in Medicaid and Medicare Advantage.

Public tax filings show Marden-Resnik’s pay included $803,784 in base compensation plus $279,567 in bonus/incentive pay, according to the Star Tribune review of the nonprofit groups’ annual financial filing with the IRS. Other types of pay, including deferred compensation from a prior year, pushed her total pay to $1,279,777.

Over the years, CEOs at UCare often have been among the lowest-paid executives on the Minnesota Star Tribune’s annual review of public tax filings disclosing recent pay for top executives at the state’s largest nonprofit groups. That was true again in 2024 for Marden-Resnik, who ranked No. 9 on the list, but her pay stands out given the insurer’s impending demise.

The pay package approved by UCare’s board offered the CEO bonus payments based on financial and nonfinancial performance from the previous year. That meant Marden-Resnik’s incentive pay was based on results in 2023 — a difficult financial year for UCare, but far from the critical losses seen in 2024.

“The delays in reporting deferred compensation and the timing of financial filings create a mismatch between reports about previous years’ earnings and the current state of the organization,” UCare said in a statement.

Marden-Resnik was named CEO in March 2022, as UCare was generating record profits driven by unusually high earnings in its private Medicaid business. Things started to turn in 2023, when the HMO reported an operating loss of about $82.1 million.

Red ink intensified the following year, reaching $504 million lost on 2024 operations, and continued last year, filings with the state show. The insurer tried in vain to stay afloat through a series of layoffs and market exits.

UCare says Marden-Resnik’s deferred earnings, base compensation and incentive pay in 2024 were set by the board and an executive compensation committee, which relied on independent market studies and recommendations from a third-party executive compensation expert.

“Despite the findings that Ms. Marden-Resnik’s compensation significantly lagged the market, she voluntarily requested and the Board approved substantial pay cuts multiple times including in 2024,” the insurer said in a statement.

Marden-Resnik and one other nonprofit CEO on the Star Tribune’s list — Jennifer DeCubellis at financially struggling Hennepin Healthcare — saw cuts to their total compensation between 2023 and 2024. The Minneapolis-based health system said it did not achieve performance goals in 2024, so DeCubellis did not receive incentive pay.

Six chief executives earned more than $3 million each, led by James Hereford at Fairview Health Services. He topped the list with $4.9 million in compensation, an increase of about 54% that stemmed from previously earned compensation that vested in 2024.

In 2024, Children’s Minnesota CEO Marc Gorelick saw his total compensation jump 84% to $3.8 million. The increase was driven by a spike in compensation other than base salary, including one-time payouts in a supplemental retirement plan.

The Star Tribune’s review looks at CEO pay at the state’s 12 largest nonprofit groups, all of which are either health care providers or health insurers. Two of these groups haven’t yet reported for 2024.

(The Star Tribune uses the term “profit” to describe net earnings at these organizations to reflect their significant capacity — in good years, at least — for making money. These funds are reinvested in nonprofit operations, whereas for-profit companies generally make at least some earnings available to outside investors as dividends.)

The extent of the financial fallout from UCare’s failure is not yet clear.

In December, Fairview asked to intervene in court proceedings that are directing the HMO’s wind down, because the health system said it was owed more than $100 million that might never be fully paid for care it provided UCare members. Allina has made a similar request involving the more than $70 million it says it’s owed.

The Minnesota Department of Health, which took over UCare’s operations last month, has not said whether UCare will be able to pay all its bills, including amounts owed to health care providers. Sources close to the company have suggested there should be enough money, although the timing of payments could be delayed.

In recent weeks, the University of Minnesota received the last of four large payments from UCare stemming from a $100 million legal settlement where the U agreed in 2023 to surrender its majority on the HMO’s board of directors. The final $25 million payment was in-hand as of Dec. 31, according to U spokeswoman.

The university’s Family Medicine Department created UCare in the 1980s to see if an HMO could efficiently and effectively manage care for low-income Medicaid patients.

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