Quest Diagnostics 2004 Annual Report Download - page 24

Security Ownership by Certain Beneficial Owners and Management
The following table sets forth the number of shares of Quest Diagnostics’ common stock
beneficially owned as of March 1, 2004 by (1) each person who is known to Quest Diagnostics to
own beneficially more than 5% of the common stock, (2) each director of Quest Diagnostics and
each nominee, (3) each named executive officer and (4) all directors, nominees and executive
officers of Quest Diagnostics as a group.
Number of Shares Percentage
Name Beneficially Owned of Class (2)(4)
GlaxoSmithKline plc ......................................... 22,128,672(1) 21.3%
John C. Baldwin ............................................. 0 *
Kenneth D. Brody ........................................... 19,611(2) *
William F. Buehler .......................................... 34,537(2) *
Mary A. Cirillo .............................................. 39,626(2)(3) *
James F. Flaherty III ......................................... 5,176(2) *
Kenneth W. Freeman ........................................ 1,858,816(4) 1.8%
William R. Grant ............................................ 47,976(2)(5) *
Robert A. Hagemann ........................................ 205,141(4) *
Rosanne Haggerty ........................................... 4,999(2) *
Gerald C. Marrone .......................................... 175,652(4) *
Surya N. Mohapatra ......................................... 417,813(4) *
Dan C. Stanzione............................................ 36,611(2) *
Gail R. Wilensky ............................................. 30,611(2) *
David M. Zewe .............................................. 125,704(4) *
John B. Ziegler .............................................. 23,719(2)(6) *
All Directors, Nominees and Executive Officers as a Group
(16 persons) .............................................. 3,148,586(2)(4)(7) 3.0%
* Less than 1%.
(1) The business address of GlaxoSmithKline plc is Glaxo Wellcome House, Berkeley Avenue,
Greenford, Middlesex UB6/ONN, England. The ownership information is based solely on the
information contained on a Schedule 13D filed by GlaxoSmithKline plc with the SEC in May
2002. SmithKline Beecham Corporation, a wholly owned subsidiary of GlaxoSmithKline plc,
holds the shares of record.
(2) Includes options issued under the Stock Option Plan for Non-Employee Directors that are
presently exercisable or exercisable within 60 days. Mr. Brody, Mr. Buehler, Ms. Cirillo, Mr.
Flaherty, Mr. Grant, Ms. Haggerty, Dr. Stanzione, Dr. Wilensky, and Mr. Ziegler have the right
to purchase 9,999, 29,537, 36,999, 3,176, 47,976, 4,999, 33,999, 27,999 and 23,719 shares,
respectively, pursuant to such presently exercisable options.
(3) In addition, Ms. Cirillo has credited to her account the equivalent of 8,652 shares of Quest
Diagnostics common stock under Quest Diagnostics Deferred Compensation Plan for Directors.
Deferred fees will be paid solely in cash at or following termination of service as a director,
with the amount of the payment based on the then current value of Quest Diagnostics
common stock.
(4) Includes shares of common stock which are subject to options issued under Quest Diagnostics
1999 Employee Equity Participation Program that are presently exercisable or exercisable within
60 days. Mr. Freeman, Mr. Hagemann, Mr. Marrone, Dr. Mohapatra and Mr. Zewe have the
right to purchase 1,518,157, 165,223, 125,883, 333,592, and 107,166 shares, respectively,
pursuant to such presently exercisable options.
(5) Mr. Grant was nominated to be a director of the Company by SmithKline Beecham plc, a
subsidiary of GlaxoSmithKline plc, pursuant to the Stockholders Agreement discussed below.
Mr. Grant, a former director of SmithKline Beecham, disclaims beneficial ownership of the
shares of common stock owned by SmithKline Beecham.
(6) Mr. Ziegler was nominated to be a director of the Company by SmithKline Beecham plc, a
subsidiary of GlaxoSmithKline plc, pursuant to the Stockholders Agreement discussed below.
(footnotes continued on next page)
22 ?Quest Diagnostics Incorporated ?2004 Proxy Statement