UnitedHealth Group Inc.

06/04/2025 | Press release | Distributed by Public on 06/04/2025 05:31

Proxy Results, Management Change/Compensation (Form 8-K)

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 2, 2025, the Compensation and Human Resources Committee of the Board of Directors of UnitedHealth Group Incorporated (the "Company") cancelled the performance-based restricted stock units granted to Andrew Witty, the Company's former Chief Executive Officer, on February 20, 2025. Mr. Witty agreed to the cancellation in connection with his retirement.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 2, 2025, the Company held its 2025 Annual Meeting of Shareholders (the "Annual Meeting"). There were 811,952,044 shares of common stock represented 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 nine 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
Charles Baker 746,667,016 4,423,146 1,024,926 59,836,956
Timothy Flynn 651,303,141 99,158,799 1,653,148 59,836,956
Paul Garcia 746,536,909 4,570,092 1,008,087 59,836,956
Kristen Gil 746,875,578 4,264,517 974,993 59,836,956
Stephen Hemsley 697,580,145 53,344,000 1,190,943 59,836,956
Michele Hooper 688,497,615 62,277,727 1,339,746 59,836,956
F. William McNabb III 725,279,560 25,647,731 1,187,797 59,836,956
Valerie Montgomery Rice, M.D. 714,336,653 36,834,564 943,871 59,836,956
John Noseworthy, M.D. 644,851,636 105,639,631 1,623,821 59,836,956
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
451,227,441 299,199,322 1,688,325 59,836,956
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, 2025 was ratified based upon the following votes:
For Against Abstain
762,684,177 48,232,475 1,035,392
4.Shareholder proposal requesting a shareholder vote regarding excessive golden parachutes.The shareholder proposal was not approved based upon the following votes:
For Against Abstain
Broker
Non-Votes
94,676,898 655,943,208 1,494,982 59,836,956
UnitedHealth Group Inc. published this content on June 04, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on June 04, 2025 at 11:31 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at support@pubt.io