SEC Info - Unitedhealth Group Inc - ‘10-Q’ for 6/30/16

SEC Info℠

Home

Help

Please Sign In

Unitedhealth Group Inc – ‘10-Q’ for 6/30/16 – ‘EX-10.2’

On: Tuesday, 8/2/16, at 4:37pm ET · For: 6/30/16 · Accession #: 731766-16-81 · File #: 1-10864

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

 8/02/16  Unitedhealth Group Inc            10-Q        6/30/16   60:10M

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    751K 
 2: EX-10.1     Material Contract                                   HTML     61K 
 3: EX-10.2     Material Contract                                   HTML     26K 
 4: EX-12.1     Statement re: Computation of Ratios                 HTML     29K 
 5: EX-31.1     Certification -- §302 - SOA'02                      HTML     34K 
 6: EX-32.1     Certification -- §906 - SOA'02                      HTML     22K 
13: R1          Document and Entity Information Document            HTML     37K 
14: R2          Condensed Consolidated Balance Sheets               HTML    118K 
15: R3          Condensed Consolidated Balance Sheet                HTML     35K 
                (Parenthetical)                                                  
16: R4          Condensed Consolidated Statements of Operations     HTML     89K 
17: R5          Condensed Consolidated Statements of Comprehensive  HTML     57K 
                Income                                                           
18: R6          Condensed Consolidated Statements of Changes in     HTML     86K 
                Equity                                                           
19: R7          Condensed Consolidated Statements of Cash Flows     HTML    109K 
20: R8          Basis of Presentation (Notes)                       HTML     35K 
21: R9          Investments (Notes)                                 HTML    243K 
22: R10         Fair Value (Notes)                                  HTML    244K 
23: R11         Medicare Part D Pharmacy Benefits (Notes)           HTML     36K 
24: R12         Other Current Receivables (Notes)                   HTML     21K 
25: R13         Medical Costs Reserve Development (Notes)           HTML     32K 
26: R14         Commercial Paper and Long-Term Debt (Notes)         HTML    200K 
27: R15         Shareholders' Equity (Notes)                        HTML     34K 
28: R16         Commitments and Contingencies (Notes)               HTML     33K 
29: R17         Segment Financial Information (Notes)               HTML    317K 
30: R18         Basis of Presentation (Policies)                    HTML     41K 
31: R19         Investments (Tables)                                HTML    242K 
32: R20         Fair Value (Tables)                                 HTML    245K 
33: R21         Medicare Part D Pharmacy Benefits (Tables)          HTML     33K 
34: R22         Medical Costs Reserve Development (Tables)          HTML     32K 
35: R23         Commercial Paper and Long-Term Debt (Tables)        HTML    198K 
36: R24         Shareholders' Equity (Tables)                       HTML     26K 
37: R25         Segment Financial Information (Tables)              HTML    313K 
38: R26         Basis of Presentation Basis of Presentation, Uses   HTML     36K 
                of Estimates and Significant Accounting Policies                 
                (Details)                                                        
39: R27         Investments (Narrative) (Details)                   HTML     23K 
40: R28         Investments (Short-Term and Long-Term Investments)  HTML     85K 
                (Details)                                                        
41: R29         Investments (Amortized Cost and Fair Value of       HTML     93K 
                Available-for-Sale Debt Securities by Contractual                
                Maturity) (Details)                                              
42: R30         Investments (Fair Value of Available-For-Sale       HTML     61K 
                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: R31         Investments (Net Realized Gains) (Details)          HTML     38K 
44: R32         Fair Value (Narrative) (Details)                    HTML     36K 
45: R33         Fair Value (Financial Assets and Liabilities,       HTML     85K 
                Excluding AARP, Measured at Fair Value on a                      
                Recurring Basis) (Details)                                       
46: R34         Fair Value (Financial Assets and Liabilities,       HTML     83K 
                Excluding AARP, Not Measured at Fair Value on a                  
                Recurring Basis) (Details)                                       
47: R35         Fair Value (Reconciliation of Assets Measured at    HTML     43K 
                Fair Value on a Recurring Basis Using Level 3                    
                Inputs) (Details)                                                
48: R36         Medicare Part D Pharmacy Benefits Schedule of       HTML     27K 
                Receivables and Payables (Details)                               
49: R37         Other Current Receivables (Details)                 HTML     22K 
50: R38         Medical Costs Reserve Development (Details)         HTML     23K 
51: R39         Commercial Paper and Long-Term Debt (Narrative)     HTML     67K 
                (Details)                                                        
52: R40         Commercial Paper and Long-Term Debt (Details)       HTML    173K 
53: R41         Shareholders' Equity (Details)                      HTML     19K 
54: R42         Shareholders' Equity Dividends Paid (Details)       HTML     22K 
55: R43         Commitments and Contingencies (Details)             HTML     33K 
56: R44         Segment Financial Information (Narrative)           HTML     20K 
                (Details)                                                        
57: R45         Segment Financial Information (Details)             HTML     99K 
59: XML         IDEA XML File -- Filing Summary                      XML    103K 
58: EXCEL       IDEA Workbook of Financial Reports                  XLSX     69K 
 7: EX-101.INS  XBRL Instance -- unh-20160630                        XML   4.07M 
 9: EX-101.CAL  XBRL Calculations -- unh-20160630_cal                XML    195K 
10: EX-101.DEF  XBRL Definitions -- unh-20160630_def                 XML    632K 
11: EX-101.LAB  XBRL Labels -- unh-20160630_lab                      XML   1.39M 
12: EX-101.PRE  XBRL Presentations -- unh-20160630_pre               XML    798K 
 8: EX-101.SCH  XBRL Schema -- unh-20160630                          XSD    142K 
60: ZIP         XBRL Zipped Folder -- 0000731766-16-000081-xbrl      Zip    230K

‘EX-10.2’ — Material Contract

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

<! C: C:

Exhibit

Exhibit 10.2

AMENDMENT TO AGREEMENT FOR SUPPLEMENTAL EXECUTIVE RETIREMENT PAY

This Amendment, effective as of June 7, 2016 (the “Effective Date”), is made by and between Stephen J. Hemsley (“Executive”) and UnitedHealth Group Incorporated, a Minnesota corporation (“UnitedHealth Group”).

WITNESSETH:

WHEREAS, Executive is currently employed as Chief Executive Officer of UnitedHealth Group; and

WHEREAS, UnitedHealth Group and Executive have previously entered into an Agreement for Supplemental Executive Retirement Pay, dated April 1, 2004 (the “SERP”), which satisfied the requirement in Executive’s employment agreement for UnitedHealth Group to provide Executive a supplemental retirement benefit plan;

WHEREAS, pursuant to Section 8 of the SERP, the SERP can be amended at any time by written agreement between UnitedHealth Group and Executive; and

WHEREAS, effective November 7, 2006, UnitedHealth Group and Executive amended the SERP to discontinue further accruals, to fix the amount of Executive’s benefit, and was further amended effective December 31, 2008 to make certain other changes to bring the SERP into compliance with Section 409A of the Internal Revenue Code (the “Code”); and

WHEREAS, UnitedHealth Group and Executive now wish to amend the SERP to convert Executive’s fixed benefit into deferred stock units issued under the UnitedHealth Group Incorporated 2011 Stock Incentive Plan, as amended;

NOW, THEREFORE, based on the foregoing and the mutual promises which follow, the parties hereto agree that the supplemental retirement benefit payable under the SERP, which was previously fixed at Ten Million Seven Hundred Three Thousand Two Hundred Twenty Nine and 00/100 Dollars ($10,703,229.00), shall be converted into fully vested deferred stock units issued under the UnitedHealth Group Incorporated 2011 Stock Incentive Plan, as amended. All deferred stock units, including any payable on account of dividend equivalents, shall be payable in the same form and at the same time as the SERP benefit would otherwise have been paid in accordance with Sections 1.1 and 1.2 of the SERP. All deferred stock units, including those issued as dividend equivalent units, shall be fully vested as provided in Section 1.5 of the SERP. Accordingly, Section 1.3 of the SERP is hereby amended to read in full as follows:

1.3 Amount of Benefit. The amount of the lump sum payment to Executive under this Agreement shall equal the value, at the end of the day immediately preceding the applicable payment date, of Executive’s deferred stock units. The number of deferred stock units shall be the sum of the following: (a) Ten Million Seven Hundred Three Thousand Two Hundred Twenty Nine and 00/100 Dollars ($10,703,229.00), divided by the average closing price of UnitedHealth Group’s common stock on the five trading days immediately preceding the effective date of this amendment, rounded down to the nearest whole unit, plus (b) any additional deferred stock units issued as dividend equivalent units with respect to the Executive’s deferred stock units in accordance with UnitedHealth Group Incorporated 2011 Stock Incentive Plan.

In all other respects the SERP shall remain unchanged.

IN WITNESS WHEREOF, this Agreement has been signed by the parties hereto on the date set forth below.



UNITEDHEALTH GROUP INCORPORATED		STEPHEN J. HEMSLEY

By:	/s/ *D. Ellen Wilson*	/s/ *Stephen J. Hemsley*
Name:	D. Ellen Wilson	Date: June 8, 2016
Title:	Executive Vice President, Human Capital
Date:	June 8, 2016

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-Q’ Filing	Date	Other Filings

Filed on:	8/2/16
For Period end:	6/30/16
	6/8/16
	6/7/16	3, 3/A, 4
	12/31/08	10-K, 10-K/A, ARS/A
	11/7/06	3, 4, 8-K
	4/1/04	3, 4
		List all Filings

4 Subsequent Filings that Reference this Filing

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

 2/28/24  UnitedHealth Group Inc.           10-K       12/31/23  119:19M
 2/24/23  UnitedHealth Group Inc.           10-K       12/31/22  119:19M
 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

↑Top

Filing Submission 0000731766-16-000081 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)