Health Net 2005 Annual Report Download - page 43
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After giving effect to realized exercise proceeds and tax benefits from the exercise of employee stock options,
our total authority under our stock repurchase program is estimated at $687 million. Share repurchases are made
under our stock repurchase program from time to time through open market purchases or through privately
negotiated transactions. As of December 31, 2005, we had repurchased an aggregate of 19,978,655 shares of our
common stock under our stock repurchase program at an average price of $26.86 per share for aggregate
consideration of approximately $537 million. We did not repurchase any shares of common stock under our stock
repurchase program during 2005. The remaining authorization under our stock repurchase program as of
December 31, 2005 was $150 million after taking into account exercise proceeds and tax benefits from the
exercise of employee stock options.
As a result of the ratings action taken by Moody’s in September 2004 and S&P in November 2004 with
respect to our senior unsecured debt rating, we placed our stock repurchase program on hold. Our decision to
resume the repurchase of shares under our stock repurchase program will depend on a number of factors,
including, without limitation, any future ratings action taken by Moody’s or S&P.
Under our stock option plans, employees may elect for us to withhold shares to satisfy minimum statutory
federal, state and local tax withholding obligations arising from the vesting of restricted stock awards made
thereunder. Restricted stock awards granted under these plans are made pursuant to individual restricted stock
agreements, a form of which is included as an exhibit to this Annual Report on Form 10-K. We withheld 4,469
shares of common stock to satisfy employee tax obligations upon the vesting of restricted stock grants during the
fourth quarter of 2005.
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