United Healthcare 2009 Annual Report Download - page 100

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exercise price of $23.51 and an average remaining term of approximately 2.7 years. The options are
administered pursuant to the terms of the plan under which the option originally was granted. No future
awards will be granted under these acquired plans.
(3) Excludes SARs to acquire 42,467,803 shares of common stock of the Company with exercise prices above
$30.48, the closing price of a share of our common stock as reported on the NYSE on December 31, 2009.
(4) Includes 9,326,472 shares of common stock available for future issuance under the Employee Stock
Purchase Plan as of December 31, 2009, and 63,451,460 shares available under the 2002 Stock Incentive
Plan as of December 31, 2009. Shares available under the 2002 Stock Incentive Plan may become the
subject of future awards in the form of stock options, SARs, restricted stock, restricted stock units,
performance awards and other stock-based awards, except that only 15,274,665 of these shares are available
for future grants of awards other than stock options or SARs.
The information required by Item 403 of Regulation S-K will be included under the heading “Security
Ownership of Certain Beneficial Owners and Management” in our definitive proxy statement for our Annual
Meeting of Shareholders to be held May 25, 2010, and such required information is incorporated herein by
reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE
The information required by Items 404 and 407(a) of Regulation S-K will be included under the headings
“Certain Relationships and Transactions” and “Corporate Governance” in our definitive proxy statement for the
Annual Meeting of Shareholders to be held May 25, 2010, and such required information is incorporated herein
by reference.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by Item 9(e) of Schedule 14A will be included under the heading “Independent
Registered Public Accounting Firm” in our definitive proxy statement for the Annual Meeting of Shareholders to
be held May 25, 2010, and such required information is incorporated herein by reference.
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