Health Net 2003 Annual Report Download - page 35

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the likely outcome of such proceedings could change in the future and an unfavorable outcome could have a material
adverse effect upon our liquidity, results of operations or financial condition.
Item 4. Submission of Matters to a Vote of Security Holders.
There were no matters submitted to a vote of the security holders of the Company, either through solicitation of
proxies or otherwise, during the fourth quarter of the year ended December 31, 2003.
PART II
Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters.
The following table sets forth the high and low sales prices of the Company’s Class A Common Stock, par value
$.001 per share (the “Class A Common Stock”), on The New York Stock Exchange, Inc. (“NYSE”) since January 2002.
HIGH LOW
Calendar Quarter—2002
First Quarter ..................................................................... $27.60 $20.55
Second Quarter .................................................................. 30.15 24.70
Third Quarter .................................................................... 26.79 20.35
Fourth Quarter ................................................................... 27.57 21.17
Calendar Quarter—2003
First Quarter ..................................................................... $27.90 $22.60
Second Quarter .................................................................. $33.66 $25.20
Third Quarter .................................................................... $35.76 $28.45
Fourth Quarter ................................................................... $33.99 $30.54
Calendar Quarter—2004
First Quarter (through March 10, 2004) ............................................... $33.57 $26.27
On March 10, 2004, the last reported sales price per share of the Class A Common Stock was $26.28 per share.
Information regarding the Company’s equity compensation plans is contained in Part III below under the caption
“Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters – Equity
Compensation Plan Information.”
Holders of Common Stock
As of March 10, 2004, there were approximately 1,384 holders of record of Class A Common Stock.
Dividends
We have not paid any dividends on the Class A Common Stock during the preceding two fiscal years. We have no
present intention of paying any dividends on the Class A Common Stock, although the matter will be periodically
reviewed by our Board of Directors.
We are a holding company and, therefore, our ability to pay dividends depends on distributions received from our
subsidiaries, which are subject to regulatory net worth requirements and additional state regulations which may restrict the
declaration of dividends by HMOs, insurance companies and licensed managed health care plans. The payment of any
dividend is at the discretion of our Board of Directors and depends upon our earnings, financial position (including cash
position), capital requirements and such other factors as our Board of Directors deems relevant.
Under our credit agreements with Bank of America, N.A., as agent, we cannot declare or pay cash dividends to our
stockholders or purchase, redeem or otherwise acquire shares of our capital stock or warrants, rights or options to acquire
such shares for cash except to the extent permitted under the credit agreements, which are described elsewhere in this
Annual Report on Form 10-K.
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