SEC Info - Unitedhealth Group Inc - ‘10-Q’ for 9/30/17

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Unitedhealth Group Inc – ‘10-Q’ for 9/30/17 – ‘EX-10.3’

On: Tuesday, 11/7/17, at 4:13pm ET · For: 9/30/17 · Accession #: 731766-17-45 · File #: 1-10864

  As Of               Filer                 Filing    For·On·As Docs:Size

11/07/17  Unitedhealth Group Inc            10-Q        9/30/17   58:9.9M

Quarterly Report — Form 10-Q — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    714K 
 2: EX-10.1     Material Contract                                   HTML     26K 
 3: EX-10.2     Material Contract                                   HTML     23K 
 4: EX-10.3     Material Contract                                   HTML     24K 
 5: EX-12.1     Statement re: Computation of Ratios                 HTML     29K 
 6: EX-31.1     Certification -- §302 - SOA'02                      HTML     33K 
 7: EX-32.1     Certification -- §906 - SOA'02                      HTML     22K 
14: R1          Document and Entity Information Document            HTML     37K 
15: R2          Condensed Consolidated Balance Sheets               HTML    118K 
16: R3          Condensed Consolidated Balance Sheet                HTML     34K 
                (Parenthetical)                                                  
17: R4          Condensed Consolidated Statements of Operations     HTML     87K 
18: R5          Condensed Consolidated Statements of Comprehensive  HTML     56K 
                Income                                                           
19: R6          Condensed Consolidated Statements of Changes in     HTML     87K 
                Equity                                                           
20: R7          Condensed Consolidated Statements of Cash Flows     HTML    105K 
21: R8          Basis of Presentation (Notes)                       HTML     34K 
22: R9          Investments (Notes)                                 HTML    222K 
23: R10         Fair Value (Notes)                                  HTML    182K 
24: R11         Other Current Receivables (Notes)                   HTML     24K 
25: R12         Medical Costs Payable (Notes)                       HTML     40K 
26: R13         Commercial Paper and Long-Term Debt (Notes)         HTML    205K 
27: R14         Shareholders' Equity (Notes)                        HTML     30K 
28: R15         Commitments and Contingencies (Notes)               HTML     30K 
29: R16         Segment Financial Information (Notes)               HTML    311K 
30: R17         Basis of Presentation Basis of Presentation         HTML     45K 
                (Policies)                                                       
31: R18         Investments Investments (Policies)                  HTML     23K 
32: R19         Investments (Tables)                                HTML    219K 
33: R20         Fair Value (Tables)                                 HTML    182K 
34: R21         Medical Costs Payable (Tables)                      HTML     40K 
35: R22         Commercial Paper and Long-Term Debt (Tables)        HTML    205K 
36: R23         Shareholders' Equity (Tables)                       HTML     28K 
37: R24         Segment Financial Information (Tables)              HTML    310K 
38: R25         Basis of Presentation Basis of Presentation, Uses   HTML     27K 
                of Estimates and Significant Accounting Policies                 
                (Details)                                                        
39: R26         Investments (Narrative) (Details)                   HTML     25K 
40: R27         Investments (Short-Term and Long-Term Investments)  HTML     84K 
                (Details)                                                        
41: R28         Investments (Amortized Cost and Fair Value of       HTML     92K 
                Available-for-Sale Debt Securities by Contractual                
                Maturity) (Details)                                              
42: R29         Investments (Fair Value of Available-For-Sale       HTML     62K 
                Investments with Gross Unrealized Losses by                      
                Investment Type and Length of Time That Individual               
                Securities Have Been in a Continuous Unrealized                  
                Loss Position) (Details)                                         
43: R30         Fair Value (Narrative) (Details)                    HTML     36K 
44: R31         Fair Value (Financial Assets and Liabilities        HTML     84K 
                Measured at Fair Value on a Recurring Basis)                     
                (Details)                                                        
45: R32         Fair Value (Financial Assets and Liabilities, Not   HTML     78K 
                Measured at Fair Value on a Recurring Basis)                     
                (Details)                                                        
46: R33         Other Current Receivables (Details)                 HTML     22K 
47: R34         Medical Costs Payable (Narrative) (Details)         HTML     20K 
48: R35         Medical Costs Payable Rollforward (Details)         HTML     42K 
49: R36         Commercial Paper and Long-Term Debt (Narrative)     HTML     69K 
                (Details)                                                        
50: R37         Commercial Paper and Long-Term Debt (Details)       HTML    163K 
51: R38         Commercial Paper and Long-Term Debt Subsequent      HTML     37K 
                Events (Details)                                                 
52: R39         Shareholders' Equity (Details)                      HTML     23K 
53: R40         Commitments and Contingencies (Details)             HTML     32K 
54: R41         Segment Financial Information (Narrative)           HTML     27K 
                (Details)                                                        
55: R42         Segment Financial Information (Details)             HTML     99K 
57: XML         IDEA XML File -- Filing Summary                      XML     97K 
56: EXCEL       IDEA Workbook of Financial Reports                  XLSX     65K 
 8: EX-101.INS  XBRL Instance -- unh-20170930                        XML   3.70M 
10: EX-101.CAL  XBRL Calculations -- unh-20170930_cal                XML    190K 
11: EX-101.DEF  XBRL Definitions -- unh-20170930_def                 XML    633K 
12: EX-101.LAB  XBRL Labels -- unh-20170930_lab                      XML   1.35M 
13: EX-101.PRE  XBRL Presentations -- unh-20170930_pre               XML    803K 
 9: EX-101.SCH  XBRL Schema -- unh-20170930                          XSD    126K 
58: ZIP         XBRL Zipped Folder -- 0000731766-17-000045-xbrl      Zip    217K

‘EX-10.3’ — Material Contract

This Exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

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Exhibit

Exhibit 10.3

AMENDMENT TO EMPLOYMENT AGREEMENT

This AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) modifies certain terms and conditions of the Employment Agreement effective December 1, 2014 between Larry Renfro and United HealthCare Services, Inc. (the “Employment Agreement”). Accordingly, Executive’s Employment Agreement is amended, effective as of the last date executed below, as follows:

Section 1.B is hereby deleted and replaced with the following:

B. Title and Duties. Executive will be employed as the Vice Chairman of UnitedHealth Group and Chief Executive Officer of Optum and will report to the Chief Executive Officer of UnitedHealth Group. Executive will perform such duties, and exercise such supervision and control as are commonly associated with Executive’s position, as well as perform such other duties as are reasonably assigned to Executive. Executive will maintain operations in Executive’s area of responsibility, and promote and encourage compliance with applicable law and UnitedHealth Group’s Code of Conduct. Executive is subject to all of UnitedHealth Group’s employment policies and procedures (except as specifically superseded by this Agreement).

Section 3.A is hereby deleted and replaced with the following:

A. Term. This Agreement’s term begins on August 15, 2017 and ends on August 14 2019 (“Employment Period”), unless sooner terminated under Section 3.B. If both parties consent in writing no later than 60 days prior to the end of the Employment Period, this Agreement shall be extended for an additional two-year period commencing on August 15, 2019 (“Additional Employment Period”).

Section 3.B.v is hereby deleted and replaced with the following:

v. By Executive for Good Reason. Executive may terminate this Agreement and Executive’s employment for Good Reason, as defined below. Executive must give UnitedHealth Group written notice specifying in reasonable detail the circumstances constituting Good Reason, within 120 days of becoming aware of such circumstances, or such circumstances will not constitute Good Reason. If the circumstances constituting Good Reason are reasonably capable of being remedied, UnitedHealth Group will have 60 days to remedy such circumstances. “Good Reason” will exist if, without Executive’s consent, UnitedHealth Group: (a) reduces Executive’s base salary or target bonus percentage other than in connection with a general reduction affecting a group of similarly situated senior executives; (b) moves Executive’s primary work location more than 50 miles from Boston, Massachusetts or another location agreed upon by Executive and UnitedHealth Group, which is a substantive location of operations for Optum; (c) makes changes so that Executive no longer holds the position of Vice Chairman of UnitedHealth Group or another position with equivalent or greater responsibilities, duties and standing; or (d) makes changes to Executive’s reporting relationship that results in Executive not reporting to the Chief Executive Officer of UnitedHealth Group.

Exhibit 10.3

Except as expressly set forth in this Amendment, the Employment Agreement remains in full force and effect according to its terms.



United HealthCare Services, Inc.		Executive

By:	/s/ *D. Ellen Wilson*	By:	/s/ *Larry C. Renfro*
Its:	Executive Vice President, Human Capital

Date:	August 15, 2017	Date:	July 28, 2017

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-Q’ Filing	Date	Other Filings

	8/15/19	4
Filed on:	11/7/17
For Period end:	9/30/17
	8/15/17	3, 4
	7/28/17
	12/1/14	8-K
		List all Filings

2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/15/22  UnitedHealth Group Inc.           10-K       12/31/21  113:19M
 3/01/21  UnitedHealth Group Inc.           10-K       12/31/20  107:17M

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Filing Submission 0000731766-17-000045 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)