At the close of business on April 3, 2009, the record date for the Annual Meeting of Shareholders, there were 1,181,338,477 shares of common stock of UnitedHealth Group Incorporated (the "Company") outstanding and entitled to vote. At the Annual Meeting, holders of 1,046,032,576 shares of Company common stock were represented in person or by proxy. The shareholders of the Company voted on the following matters at the Annual Meeting:

1. Election of Directors. Nine directors were elected at the Annual Meeting as follows:

          Director Nominee               For          Against      Abstain
          William C. Ballard, Jr.     949,227,709    95,518,667   1,286,200
          Richard T. Burke            982,938,049    61,874,032   1,220,495
          Robert J. Darretta        1,033,604,590    10,974,595   1,453,391
          Stephen J. Hemsley        1,004,034,941    40,771,690   1,225,945
          Michele J. Hooper         1,003,508,277    41,082,107   1,442,192
          Douglas W. Leatherdale      953,524,943    91,160,545   1,347,088
          Glenn M. Renwick          1,018,601,779    25,947,419   1,483,378
          Kenneth I. Shine, M.D.    1,031,701,140    12,968,671   1,362,765
          Gail R. Wilensky, Ph.D.     939,787,473   104,928,554   1,316,549

2. 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, 2009 was ratified as follows:

For Against Abstain 994,119,164 50,329,505 1,583,907

3. Shareholder Proposal. The shareholder proposal concerning an advisory vote on executive compensation was not approved as follows:

                                                            Broker
                     For         Against      Abstain      Non-Vote
                 371,633,351   541,671,219   51,301,571   81,426,435