Current Report Filing (8-k)

Date : 06/07/2019 @ 9:07PM
Source : Edgar (US Regulatory)
Stock : Unitedhealth Grp. Incorporated (DE) (UNH)
Quote : 256.65  -3.95 (-1.52%) @ 1:00AM

Current Report Filing (8-k)



 
 
 
 
 
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 3, 2019
—————————————
UNITEDHEALTH GROUP INCORPORATED
(Exact name of registrant as specified in its charter)
—————————————
Delaware
 
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, $.01 par value
 
UNH
 
New York Stock Exchange, Inc.
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
[ ] Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
 
 
 
 
 





Item 5.07.
Submission of Matters to a Vote of Security Holders.
On June 3, 2019, the Company held its 2019 Annual Meeting of Shareholders (the “Annual Meeting”). There were 860,535,372 shares of common stock represented either in person or by proxy at the Annual Meeting. The shareholders of the Company voted as follows on the following matters at the Annual Meeting:
1.     Election of Directors. The eleven 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.
743,856,661
37,789,947
502,809
78,385,955
Richard T. Burke
741,471,456
40,193,755
484,206
78,385,955
Timothy P. Flynn
775,490,200
6,185,037
474,180
78,385,955
Stephen J. Hemsley
768,845,267
12,054,652
1,249,498
78,385,955
Michele J. Hooper
751,445,650
30,279,627
424,140
78,385,955
F. William McNabb III
779,955,857
1,719,563
473,997
78,385,955
Valerie C. Montgomery Rice, M.D
780,330,739
1,390,095
428,583
78,385,955
John H. Noseworthy, M.D.
780,539,300
1,142,714
467,403
78,385,955
Glenn M. Renwick
770,376,600
11,274,572
498,245
78,385,955
David S. Wichmann
773,997,277
7,720,697
431,443
78,385,955
Gail R. Wilensky, Ph.D.
755,759,025
25,940,574
449,818
78,385,955
2.
Non-binding advisory vote on executive compensation. The Company’s executive compensation was approved by a non-binding advisory vote based upon the following votes:
For
Against
Abstain
Broker
Non-Votes
744,176,310
37,020,599
952,508
78,385,955
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, 2019 was ratified based upon the following votes:
For
Against
Abstain
851,100,311
8,812,107
622,954
4.
Shareholder proposal regarding amendment to proxy access bylaw. The shareholder proposal was not approved based upon the following votes:
For
Against
Abstain
Broker
Non-Votes
208,045,591
571,884,766
2,219,060
78,385,955







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.
            
 
 
 
UNITEDHEALTH GROUP INCORPORATED
 
 
 
By:
 /s/ Dannette L. Smith
 
 
 
 
Dannette L. Smith
 
 
 
 
Secretary to the Board of Directors
Date: June 7, 2019     


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