-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SikA3s7AIrCpqftE5kN+3FzNffvWXHjW8g6dinXOZP5LUiqlD54Kl3C/ZBFSPJ+G tl7PJirUS74Rm1d7w6cziw== 0000897069-03-001119.txt : 20030926 0000897069-03-001119.hdr.sgml : 20030926 20030926125652 ACCESSION NUMBER: 0000897069-03-001119 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030924 FILED AS OF DATE: 20030926 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CULLEN TIMOTHY F CENTRAL INDEX KEY: 0001195088 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14177 FILM NUMBER: 03911904 BUSINESS ADDRESS: STREET 1: COBALT CORP STREET 2: 401 WEST MICHIGAN ST CITY: MILWAUKEE STATE: WI ZIP: 53203 BUSINESS PHONE: 4142265000 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COBALT CORP CENTRAL INDEX KEY: 0001062780 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 391931212 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 401 WEST MICHIGAN STREET CITY: MILWAUKEE STATE: WI ZIP: 53203-2896 BUSINESS PHONE: 4142266900 MAIL ADDRESS: STREET 1: 401 WEST MICHIGAN STREET CITY: MILWAUKEE STATE: WI ZIP: 52030-2896 FORMER COMPANY: FORMER CONFORMED NAME: UNITED WISCONSIN SERVICES INC DATE OF NAME CHANGE: 19981112 4 1 cul7.xml X0201 4 2003-09-24 1 0001062780 COBALT CORP CBZ 0001195088 CULLEN TIMOTHY F C/O COBALT CORPORATION 401 WEST MICHIGAN STREET MILWAUKEE WI 53203 0 1 0 0 Senior Vice President Common Stock 2003-09-24 4 D 0 11080 0 D 0 D Common Stock 2003-09-24 4 D 0 250 0 D 0 I By Children Common Stock 2003-09-24 4 D 0 3535 0 D 0 I By 401(k) Plan Employee Stock Option (right to buy) 11.7700 2003-09-24 4 D 0 5522 0 D 2005-06-16 Common Stock 5522 0 D Employee Stock Option (right to buy) 14.0400 2003-09-24 4 D 0 2235 0 D 2006-01-03 Common Stock 2235 0 D Employee Stock Option (right to buy) 12.6800 2003-09-24 4 D 0 11043 0 D 2006-07-01 Common Stock 11043 0 D Employee Stock Option (right to buy) 10.3600 2003-09-24 4 D 0 7730 0 D 2008-01-01 Common Stock 7730 0 D Employee Stock Option (right to buy) 11.6000 2003-09-24 4 D 0 26504 0 D 2009-01-01 Common Stock 26504 0 D Employee Stock Option (right to buy) 11.7200 2003-09-24 4 D 0 33130 0 D 2010-01-01 Common Stock 33130 0 D Employee Stock Option (right to buy) 7.1875 2003-09-24 4 D 0 35000 0 D 2010-09-27 Common Stock 35000 0 D Employee Stock Option (right to buy) 8.5000 2003-09-24 4 D 0 23000 0 D 2011-01-25 Common Stock 23000 0 D Employee Stock Option (right to buy) 4.3125 2003-09-24 4 D 0 70000 0 D 2012-01-02 Common Stock 70000 0 D Employee Stock Option (right to buy) 8.2000 2003-09-24 4 D 0 55000 0 D 2014-03-24 Common Stock 55000 0 D Employee Stock Option (right to buy) 14.1000 2003-09-24 4 D 0 40000 0 D 2014-12-31 Common Stock 40000 0 D Disposed of pursuant to the merger agreement between issuer and WellPoint Health Networks Inc. (WellPoint) whereby each share of issuer common stock was canceled and replaced with the right to receive 0.1233 share of WellPoint common stock and $10.25 in cash. On September 24, 2003, the effective date of the merger, the closing price of WellPoint common stock was $76.30 per share. Shares of common stock held in the reporting person's 401(k) plan as of September 24, 2003. Grant to reporting person of option to buy shares of issuer common stock under the Cobalt Corporation Equity Incentive Plan. The option vested and became immediately exercisable at the effective time of the merger. The Form 4 filed on January 6, 2003 mistakenly reported the expiration date of this option as 12/31/2015. The correct expiration date is 12/31/2014. This option was converted into an option to purchase 0.2466 shares of WellPoint common stock (rounded down to the nearest whole share) for each share of issuer common stock subject to the original option. Such new option is otherwise subject to the same terms and conditions as the original option, except that the exercise price per share of WellPoint common stock is equal to the exercise price per share of issuer common stock under the original option divided by 0.2466 (rounded up to the nearest whole cent). By: Peter C. Underwood, Attorney-In-Fact 2003-09-25 -----END PRIVACY-ENHANCED MESSAGE-----