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SEC Eyes UnitedHealth Stock Options

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A managed care company says federal regulators are looking at the methods it has used to compensate top company executives.

UnitedHealth Group Inc., Minnetonka, Minn., has discussed an informal investigation by the U.S. Securities and Exchange Commission in the legal proceedings section of its quarterly financial report.

Scrutiny over executive compensation started in March, when UnitedHealth and the company’s board started separate reviews of UnitedHealth’s procedures for granting stock options from 1994 to the present, the company says in the quarterly report.

“The reviews encompass all option grants made under the company’s various stock option plans in effect during this period,” the company says.

One review, an independent review, is being conducted by a committee made up of independent directors and independent lawyers and accountants.

UnitedHealth is conducting a second, internal review that also is relying on use of outside legal and accounting advisors.

“These reviews are continuing,” UnitedHealth says.

Meanwhile, “the Securities and Exchange Commission is conducting an informal inquiry into the company’s stock option granting practices,” UnitedHealth says. “At the conclusion of the company’s independent review and the Securities and Exchange Commission’s informal inquiry, the company could be subject to regulatory fines or penalties or other contingent liabilities.”

At least 6 shareholders have filed lawsuits in connection with concerns about UnitedHealth’s stock option granting practices, the company says.