X0202 4 2004-07-06 0 0001279363 WELLCARE GROUP INC WCG 0001295949 Farha Todd S C/O WELLCARE HEALTH PLANS, INC. 6800 N. DALE MABRY HIGHWAY, SUITE 268 TAMPA FL 33614 1 1 0 0 President, CEO Common Stock 2004-07-06 4 J 0 1631674 A 1631674 D Common Stock 2004-07-06 4 J 0 260751 A 260751 I By Pinnacle Health Investors LLC Employee Stock Option (right to buy) 8.33 2004-07-06 4 A 0 81315 A 2014-02-06 Common Stock 81315 81315 D Received in exchange for 2,002,433.85 units of membership interests in WellCare Holdings, LLC, plus an accrued yield thereon, in connection with the merger of WellCare Holdings, LLC with and into WellCare Health Plans, Inc., formerly known as WellCare Group, Inc. (the "Merger"). In the Merger, the units of membership interests in WellCare Holdings, LLC were exchanged on a one-for-0.813 basis with shares of common stock of WellCare Health Plans, Inc. The Merger became effective on July 6, 2004. The initial public offering price of the common stock of WellCare Health Plans, Inc. was $17.00. The acquisition of the common stock of WellCare Health Plans, Inc. was exempt from Section 16(b) under Rule 16b-7 and other SEC rules. Received in exchange for 256,000 units of membership interests in WellCare Holdings, LLC, plus an accrued yield thereon, in connection with the Merger. In the Merger, the units of membership interests in WellCare Holdings, LLC were exchanged on a one-for-0.813 basis with shares of common stock of WellCare Health Plans, Inc. The Merger became effective on July 6, 2004. The initial public offering price of the common stock of WellCare Health Plans, Inc. was $17.00. The acquisition of the common stock of WellCare Health Plans, Inc. was exempt from Section 16(b) under Rule 16b-7 and other SEC rules. Mr. Farha is a member of Pinnacle Health Investors, L.L.C. ("Pinnacle") and the sole member of the board of managers. Except as to 3,354 shares with respect to which Mr. Farha has a pecuniary interest, Mr. Farha disclaims beneficial ownership of the shares held by Pinnacle. Vests as to 25% on February 6, 2005, and as to 2.08333333% upon the end of each full calendar month thereafter. Received upon the assumption by WellCare Health Plans, Inc., in connection with the Merger, of options to purchase units of WellCare Holdings, LLC. /s/ Michael Haber, Attorney-in-fact 2004-07-08