UNITEDHEALTH GROUP INCORPORATED (NYSE:UNH) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 4, 2017, the Board of Directors of UnitedHealth Group Incorporated (the “Company”) appointed Dr. Valerie Montgomery Rice and Sir Andrew Witty to serve as independent directors.

Dr. Valerie Montgomery Rice is the President and Dean of the Morehouse School of Medicine, a medical school in Atlanta, Georgia, and has served in that capacity since 2014, and as the EVP and Dean from 2011 to 2014. Prior to joining Morehouse School of Medicine, she served as dean of the School of Medicine and Senior Vice President of Health Affairs at Meharry Medical College from March 2006 to June 2009, and the director of the Center for Women’s Health Research, one of the nation’s first research centers devoted to studying diseases that disproportionately impact women of color, from 2005 to 2011. Montgomery Rice also serves as a Council Member of the National Institute of Health (NIH) National Center for Advancing Translational Science. Montgomery Rice is a Member of the National Academy of Medicine and a renowned infertility specialist and women’s health researcher. She holds a bachelor’s degree in chemistry from the Georgia Institute of Technology and a medical degree from Harvard School of Medicine. Montgomery Rice completed her residency in obstetrics and gynecology at Emory University School of Medicine and her fellowship in reproductive endocrinology and infertility at Hutzel Hospital in Detroit, Michigan.

Sir Andrew Witty was CEO and a board member of GlaxoSmithKline plc, a global pharmaceutical company, from 2008 to April, 2017. He joined GSK in 1985 and, prior to 2008, served in various senior roles in Europe, South Africa, the U.S. and Asia. Witty is Chancellor of the University of Nottingham, a British public research university, and has served in that capacity since January 2013. He is a Business Ambassador for the U.K. Prime Minister. Witty serves on the Singapore Economic Development Board International Advisory Committee, the Council at the London School of Hygiene and Tropical Medicine, and as an Advisor to the Bill and Melinda Gates Foundation. Witty was knighted in the 2012 New Year Honours for services to the economy and the U.K. pharmaceutical industry. He also serves on the board of G1 Therapeutics, Inc.

Montgomery Rice and Witty will each receive compensation for services as a director in accordance with the Company’s standard compensation program for non-employee directors, which is summarized in Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2016.

In accordance with the Company’s customary practice, the Company is entering into its standard form of indemnification agreement with each of Montgomery Rice and Witty, which requires the Company to indemnify each against certain liabilities that may arise as a result of their status or service as a director. The foregoing description is qualified in its entirety by the full text of the form of Indemnification Agreement, which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July1,2015.

There are no arrangements or understandings to which either MontgomeryRice or Witty was appointed to serve on the Board of Directors. Neither Montgomery Rice nor Witty has any direct or indirect material interest in any transaction required to be disclosed to Item 404(a) of Regulation S-K.

At the time of this filing neither Montgomery Rice nor Witty has been appointed to any committees of the Board of Directors.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits

UNITEDHEALTH GROUP INC Exhibit
EX-99.1 2 a2017boardmember8-kexhibit.htm EXHIBIT 99.1 Exhibit N E W S R E L E A S E(For Immediate Release)UNITEDHEALTH GROUP NAMES TWO NEW DIRECTORS•Dr. Valerie Montgomery Rice,…
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About UNITEDHEALTH GROUP INCORPORATED (NYSE:UNH)

UnitedHealth Group Incorporated is a diversified healthcare company. The Company operates through four segments: UnitedHealthcare, OptumHealth, OptumInsight and OptumRx. The Company conducts its operations through two business platforms: health benefits operating under UnitedHealthcare and health services operating under Optum. UnitedHealthcare provides healthcare benefits to a range of customers and markets through its UnitedHealthcare Employer & Individual, UnitedHealthcare Medicare & Retirement, UnitedHealthcare Community & State, and UnitedHealthcare Global businesses. Optum is a health services business serving the healthcare marketplace, including payers, care providers, employers, governments, life sciences companies and consumers, through its OptumHealth, OptumInsight and OptumRx businesses.