United Healthcare 2011 Annual Report Download - page 81

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79
to be considered “Well Capitalized”.
Share Repurchase Program
Under its Board of Directors’ authorization, the Company maintains a share repurchase program. The objectives of the share
repurchase program are to optimize the Company’s capital structure and cost of capital, thereby improving returns to
shareholders, as well as to offset the dilutive impact of share-based awards. Repurchases may be made from time to time in
open market purchases or other types of transactions (including prepaid or structured share repurchase programs), subject to
certain Board restrictions. In May 2011, the Board renewed the Company’s share repurchase program with an authorization to
repurchase up to 110 million shares of its common stock. During 2011, the Company repurchased 65 million shares at an
average price of approximately $46 per share and an aggregate cost of $3.0 billion. As of December 31, 2011, the Company had
Board authorization to purchase up to an additional 65 million shares of its common stock.
Dividends
In May 2011, the Company’s Board of Directors increased the Company’s cash dividend to shareholders to an annual dividend
rate of $0.65 per share, paid quarterly. Since June 2010, the Company had paid a quarterly dividend of $0.125 per share.
Declaration and payment of future quarterly dividends is at the discretion of the Board and may be adjusted as business needs
or market conditions change. On February 8, 2012, the Company's Board of Directors approved a quarterly dividend of
$0.1625 per share.
The following table provides details of the Company’s dividend payments:
Payment Date
2009....................................................................................................................................
2010....................................................................................................................................
2011....................................................................................................................................
Amount per Share
$ 0.0300
0.4050
0.6125
Total Amount Paid
(in millions)
$ 36
449
651
11. Share-Based Compensation
In May 2011, the Company’s shareholders approved the 2011 Stock Incentive Plan (Plan). The Plan is intended to attract and
retain employees and non-employee directors, offer them incentives to put forth maximum efforts for the success of the
Company’s business and afford them an opportunity to acquire a proprietary interest in the Company. The Plan allows the
Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards or other
stock-based awards to eligible employees and non-employee directors. The Plan incorporates the following plans adopted by
the Company: 2002 Stock and Incentive Plan, 1991 Stock and Incentive Plan, 1998 Broad-Based Stock Incentive Plan and
Non-employee Director Stock Option Plan. All outstanding stock options, restricted stock and other awards issued under the
prior plans will remain subject to the terms and conditions of the plans under which they were issued.
As of December 31, 2011, the Company had 50 million shares available for future grants of share-based awards under its share-
based compensation plan, including, but not limited to, incentive or non-qualified stock options, SARs and up to 23 million of
awards in restricted shares. The Company’s outstanding share-based awards consist mainly of non-qualified stock options,
SARs and restricted shares.