8-KMaterial AgreementsExhibits & Filings

UNITEDHEALTH GROUP INC 8-K Report, Material Agreement (May 4, 2006)

Filed May 4, 2006For Securities:UNH

Summary

UnitedHealth Group Inc. (UNH) filed an 8-K on May 3, 2006, reporting an event on May 1, 2006, concerning changes to its executive and director compensation structures. The Board of Directors authorized a reduction in compensation for non-employee directors, decreasing their quarterly stock option grants from 8,000 to 5,000 shares. This move signals a potential shift in how the company incentivizes its board members and may reflect a response to market conditions or corporate governance considerations. Additionally, the Compensation and Human Resources Committee approved a revised Stock Appreciation Rights Award Agreement for officers under the 2002 Stock Incentive Plan. While the details of the revised agreement are not fully disclosed in this 8-K beyond its existence, it indicates an update to the incentive compensation framework for key executives. Investors should monitor future filings for specific details on the revised SAR agreement and its potential impact on executive compensation and shareholder value.

Key Highlights

  • 1Reduction in quarterly stock option grants for non-employee directors from 8,000 to 5,000 shares, effective May 1, 2006.
  • 2Approval of a revised Stock Appreciation Rights (SAR) Award Agreement for officers under the 2002 Stock Incentive Plan.
  • 3The revised SAR agreement is effective as of May 2, 2006.
  • 4These changes relate to the company's incentive compensation programs for both directors and officers.
  • 5The filing was made on May 3, 2006, with the earliest reported event date of May 1, 2006.
  • 6The primary focus of this 8-K is on executive and director compensation adjustments.

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