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UnitedHealth Group (UNH)

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This excerpt taken from the UNH 10-Q filed May 7, 2009.

Table of Contents


		Page
Part I. Financial Information

Item 1. Financial Statements		1

Condensed Consolidated Balance Sheets as of March 31, 2009 and December 31, 2008		1

Condensed Consolidated Statements of Operations for the three months ended March 31, 2009 and 2008		2

Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2009 and 2008		3

Notes to the Condensed Consolidated Financial Statements		4

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		26

Item 3. Quantitative and Qualitative Disclosures about Market Risk		39

Item 4. Controls and Procedures		40

Part II. Other Information

Item 1. Legal Proceedings		41

Item 1A. Risk Factors		41

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		41

Item 6. Exhibits		42

Signatures		44

This excerpt taken from the UNH DEF 14A filed Apr 23, 2009.

TABLE OF CONTENTS


		Page

General Matters		1
General Information Regarding Proxy Materials and Annual Meeting of Shareholders		1
Information About the Notice of Internet Availability of Proxy Materials		2
Questions and Answers about the Annual Meeting and Voting		2
Security Ownership of Certain Beneficial Owners and Management		8
Section 16(a) Beneficial Ownership Reporting Compliance		9
Proposal 1 — Election of Directors		10

Corporate Governance		12
Overview		12
Corporate Governance Practices		12
Principles of Governance		14
Code of Business Conduct and Ethics		14
Ethics & Compliance HelpCenter		15
Director Independence		15
Board Meetings and Annual Meeting Attendance		16
Board Committees		16
Director Nomination		18
Communication with the Board of Directors		20
Executive Compensation		21
Compensation Discussion and Analysis		21
Compensation and Human Resources Committee Report		38
2008 Summary Compensation Table		39
2008 Grants of Plan-Based Awards		43
Outstanding Equity Awards at 2008 Fiscal Year-End		46
2008 Option Exercises and Stock Vested		48
2008 Pension Benefits		49
2008 Non-Qualified Deferred Compensation		50
Executive Employment Agreements		51
Potential Payments Upon Termination or Change-in-Control		54
Director Compensation		56
Cash Compensation — Annual Retainers, Meeting Fees and Committee Meeting Fees		56
Equity-Based Compensation — Stock Options, Restricted Stock Units and Conversion of Cash Compensation into Stock Options or Common Stock		57
Reimbursement of Director Expenses and Health Care Coverage		57
Stock Ownership Guidelines		58
2008 Director Compensation Table		58
Certain Relationships and Transactions		61
Approval or Ratification of Related-Person Transactions		61
Related-Person Transactions		62
Advances of Defense Costs for Certain Litigation Matters		63
Compensation Committee Interlocks and Insider Participation		63
Audit Committee Report		63
Independent Registered Public Accounting Firm		64
Proposal 2 — Ratification of Independent Registered Public Accounting Firm		65
Shareholder Proposal		66
Shareholder Proposal — Advisory Vote on Executive Compensation		66
Shareholder Proposals for the Next Annual Meeting		68
Householding Notice		69
Other Matters at Meeting		69
Appendix A — Standards for Director Independence		A-1

LOGO

UnitedHealth Group Center

9900 Bren Road East

Minnetonka, Minnesota 55343

This excerpt taken from the UNH 10-K filed Feb 11, 2009.

TABLE OF CONTENTS


		Page
PART I

Item 1.	Business	1

Item 1A.	Risk Factors	14

Item 1B.	Unresolved Staff Comments	25

Item 2.	Properties	25

Item 3.	Legal Proceedings	25

Item 4.	Submission of Matters to a Vote of Security Holders	25

PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	26

Item 6.	Selected Financial Data	30

Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	31

Item 7A.	Quantitative and Qualitative Disclosures about Market Risk	51

Item 8.	Financial Statements and Supplementary Data	52

Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	97

Item 9A.	Controls and Procedures	97

Item 9B.	Other Information	102

PART III

Item 10.	Directors, Executive Officers and Corporate Governance	102

Item 11.	Executive Compensation	102

Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	102

Item 13.	Certain Relationships and Related Transactions, and Director Independence	103

Item 14.	Principal Accountant Fees and Services	103

PART IV

Item 15.	Exhibits and Financial Statement Schedules	104

Signatures		112

Exhibit Index		113

This excerpt taken from the UNH 10-Q filed Nov 7, 2008.

Table of Contents


			Page
Part I. Financial Information

	Item 1.	Financial Statements	1

	Condensed Consolidated Balance Sheets at September 30, 2008 and December 31, 2007		1

	Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2008 and 2007		2

	Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2008 and 2007		3

	Notes to the Condensed Consolidated Financial Statements		4

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30

	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	46

	Item 4.	Controls and Procedures	47

Part II. Other Information

	Item 1.	Legal Proceedings	48

	Item 1A.	Risk Factors	48

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	49

	Item 6.	Exhibits	50

Signatures			51

This excerpt taken from the UNH 10-Q filed Aug 7, 2008.

Table of Contents


			Page
Part I. Financial Information

	Item 1.	Financial Statements	3

	Condensed Consolidated Balance Sheets at June 30, 2008 and December 31, 2007		3

	Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2008 and 2007		4

	Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2008 and 2007		5

	Notes to the Condensed Consolidated Financial Statements		6

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	32

	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	47

	Item 4.	Controls and Procedures	48

Part II. Other Information

	Item 1.	Legal Proceedings	49

	Item 1A.	Risk Factors	49

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	50

	Item 4.	Submission of Matters to a Vote of Security Holders	51

	Item 6.	Exhibits	52

Signatures			53

This excerpt taken from the UNH 10-Q filed May 2, 2008.

Table of Contents


			Page
Part I. Financial Information

	Item 1.	Financial Statements (Unaudited)	3

	Condensed Consolidated Balance Sheets as of March 31, 2008 and December 31, 2007		3

	Condensed Consolidated Statements of Operations for the three months ended March 31, 2008 and 2007		4

	Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2008 and 2007		5

	Notes to the Condensed Consolidated Financial Statements		6

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28

	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	44

	Item 4.	Controls and Procedures	44

Part II. Other Information

	Item 1.	Legal Proceedings	46

	Item 1A.	Risk Factors	46

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	46

	Item 6.	Exhibits	47

Signatures			48

This excerpt taken from the UNH 10-K filed Feb 21, 2008.

TABLE OF CONTENTS


		Page

	PART I

Item 1.	Business	1

Item 1A.	Risk Factors	14

Item 1B.	Unresolved Staff Comments	14

Item 2.	Properties	14

Item 3.	Legal Proceedings	14

Item 4.	Submission of Matters to a Vote of Security Holders	14

	PART II

Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	15

Item 6.	Selected Financial Data	19

Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20

Item 7A.	Quantitative and Qualitative Disclosures about Market Risk	50

Item 8.	Financial Statements and Supplementary Data	51

Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	88

Item 9A.	Controls and Procedures	88

Item 9B.	Other Information	91

	PART III

Item 10.	Directors, Executive Officers and Corporate Governance	91

Item 11.	Executive Compensation	91

Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	91

Item 13.	Certain Relationships, Related Transactions and Director Independence	92

Item 14.	Principal Accountant Fees and Services	92

	PART IV

Item 15.	Exhibits and Financial Statement Schedules	93

Signatures		97

Exhibit Index		99

This excerpt taken from the UNH 10-Q filed Nov 1, 2007.

Table of Contents


			Page
Part I. Financial Information

	Item 1.	Financial Statements (Unaudited)	3

	Condensed Consolidated Balance Sheets as of September 30, 2007 and December 31, 2006		3

	Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2007 and 2006		4

	Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2007 and 2006		5

	Notes to Condensed Consolidated Financial Statements		6

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26

	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	48

	Item 4.	Controls and Procedures	48

Part II. Other Information

	Item 1.	Legal Proceedings	50

	Item 1A.	Risk Factors	50

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	50

	Item 5.	Other Information	51

	Item 6.	Exhibits	52

Signatures			53

This excerpt taken from the UNH 10-Q filed Aug 6, 2007.

Table of Contents


			Page
Part I. Financial Information

	Item 1.	Financial Statements (Unaudited)	3

	Condensed Consolidated Balance Sheets as of June 30, 2007 and December 31, 2006		3

	Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2007 and 2006		4

	Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2007 and 2006		5

	Notes to Condensed Consolidated Financial Statements		6

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26

	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	48

	Item 4.	Controls and Procedures	48

Part II. Other Information

	Item 1.	Legal Proceedings	49

	Item 1A.	Risk Factors	49

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	49

	Item 4	Submission of Matters to a Vote of Security Holders	49

	Item 6.	Exhibits	51

Signatures			53

EXCERPTS ON THIS PAGE:

10-Q	May 7, 2009

DEF 14A	Apr 23, 2009

10-K	Feb 11, 2009

10-Q	Nov 7, 2008

10-Q	Aug 7, 2008

10-Q	May 2, 2008

10-K	Feb 21, 2008

10-Q	Nov 1, 2007

10-Q	Aug 6, 2007

UnitedHealth Group (UNH)

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