8-K Related to Board of Directors Meeting 6.4.2012


 
 
 
 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
—————————————
FORM 8-K
—————————————
Current Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): June 4, 2012
—————————————
UNITEDHEALTH GROUP INCORPORATED
(Exact name of registrant as specified in its charter)
—————————————
Minnesota
 
1-10864
 
41-1321939
(State or other jurisdiction of incorporation)

 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
UnitedHealth Group Center, 9900 Bren Road East, Minnetonka, Minnesota
55343
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (952) 936-1300
N/A
(Former name or former address, if changed since last report.)
—————————————
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 




Item 5.07.
Submission of Matters to a Vote of Security Holders.
On June 4, 2012, UnitedHealth Group Incorporated (the “Company”) held its annual meeting of shareholders. There were 917,246,252 shares of common stock represented either in person or by proxy at this meeting. The shareholders of the Company voted as follows on the following matters at the annual meeting:
1.
Election of Directors. The ten directors were elected at the annual meeting for a one-year term based upon the following votes:
Director Nominee
For
Against
Abstain
Broker
Non-Votes
William C. Ballard, Jr.
773,195,636
69,094,819
5,310,844
69,644,953
Richard T. Burke
775,176,213
69,410,530
3,014,556
69,644,953
Robert J. Darretta
839,088,517
1,196,528
7,316,254
69,644,953
Stephen J. Hemsley
835,013,948
9,579,571
3,007,780
69,644,953
Michele J. Hooper
835,359,467
4,958,161
7,283,671
69,644,953
Rodger A. Lawson
841,331,215
1,191,780
5,078,304
69,644,953
Douglas W. Leatherdale
775,871,193
66,417,522
5,312,584
69,644,953
Glenn M. Renwick
822,359,375
17,883,640
7,358,284
69,644,953
Kenneth I. Shine, M.D.
835,205,322
5,073,955
7,322,022
69,644,953
Gail R. Wilensky, Ph.D.
769,614,415
72,704,886
5,281,998
69,644,953
2.
Advisory approval of the Company's executive compensation. The advisory approval of the Company's executive compensation was approved based upon the following vote:
For
Against
Abstain
Broker
Non-Votes
830,357,724
12,720,435
4,523,140
69,644,953

3.
Ratification of the appointment of Deloitte & Touche LLP. The appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2012 was ratified based upon the following vote:
For
Against
Abstain
897,716,754
16,477,164
3,052,334
4.
Shareholder proposal requesting that the Board of Directors of the Company authorize the preparation of a report addressing lobbying expenditures. The shareholder proposal was not approved based upon the following vote:
For
Against
Abstain
Broker
Non-Votes
199,140,893
466,219,545
182,240,861
69,644,953



2


Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 8, 2012

 
 
 
UNITEDHEALTH GROUP INCORPORATED
 
 
 
By:
 /s/ Dannette L. Smith
 
 
 
 
Dannette L. Smith
 
 
 
 
Secretary to the Board of Directors



3