Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Addition ofPaul R. Garcia as independent director OnNovember 2, 2021 , the Board of Directors ofUnitedHealth Group Incorporated ("UnitedHealth Group " or the "Company") electedPaul R. Garcia to serve as an independent director effective immediately.Mr. Garcia was also appointed to serve on the Audit Committee of the Board of Directors.Mr. Garcia is the retired Chairman and Chief Executive Officer of Global Payments Inc., a publicly traded, leading provider of electronic payment processing services, a role he held from 1999 to 2014.Mr. Garcia also serves as a director of Deluxe Corporation and Repay Holdings Corporation. In the past five years, he has also served as a director of Truist Financial Corporation,The Dun & Bradstreet Corporation andWest Corporation .Mr. Garcia has been recognized as a leader and innovator, including named one of the best CEOs in America five times by Institutional Investor and recognized inLatino Leaders Magazine in 2019 and 2020 for his service on corporate boards. He was also the 2012 recipient of theTechnology Association of Georgia's Lifetime Achievement Award .Mr. Garcia will receive compensation for his services as a director in accordance with the Company's standard compensation program for non-employee directors, which is summarized in Exhibit 10.12 to the Company's Annual Report on Form 10-K for the year endedDecember 31, 2020 . In accordance with the Company's customary practice, the Company is entering into its standard form of indemnification agreement withMr. Garcia , which requires the Company to indemnify him against certain liabilities that may arise as a result of his 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 onJuly 1, 2015 . There are no arrangements or understandings betweenMr. Garcia and any other person pursuant to whichMr. Garcia was appointed to serve on the Board of Directors.Mr. Garcia has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Board Role Changes OnOctober 11, 2021 Michele J. Hooper was appointed Lead Independent Director andJohn H. Noseworthy , M.D. was appointed Chair of the Governance Committee of the Board of Directors. -------------------------------------------------------------------------------- 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.
Date:
UNITEDHEALTH GROUP INCORPORATED By: /s/Dannette L. Smith Dannette L. Smith Secretary to the Board of Directors
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