UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
April 22, 2004
AETNA INC.
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(Exact name of registrant as specified in its charter)
Pennsylvania 1-16095 23-2229683
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
151 Farmington Avenue
Hartford, Connecticut 06156
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(Address of principal executive offices) (Zip Code)
(860) 273-0123
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
Item 11. Temporary Suspension of Trading Under Registrant's Employee Benefit
Plans
This 8-K relates solely to an administrative matter concerning Aetna's employee
401(k) plan. The Aetna 401(k) Plan will be changing record keepers effective
June 1, 2004. To implement this change administratively, participants in the
plan will be temporarily unable to engage in certain plan transactions. This
"blackout" period is expected to begin as of 4:00 p.m., EST on May 21, 2004 and
is expected to end at 9:00 a.m. EST on June 2, 2004. During this blackout period
participants will be unable to take new loans or other distributions from the
plan, and, for a portion of this period, direct or change investments in the
plan, including any investments in the Aetna Common Stock Fund.
During this blackout period, Section 306(a) of the Sarbanes Oxley Act prohibits
Aetna directors and executive officers from, directly or indirectly, purchasing,
selling or otherwise acquiring or transferring Aetna Inc. common stock, par
value $.01 per share.
The 401(k) Plan mailed notice of the black out dates to Aetna and 401(k) plan
participants on April 19, 2004. Aetna is notifying its directors and executive
officers of relevant trading restrictions contemporaneously with this filing.
Inquiries from 401(k) plan participants regarding the blackout should be
directed to Aetna Human Resources Services, 1-800-238-6247, 151 Farmington
Avenue, Hartford CT 06156. Any inquiries from investors should be directed to
David W. Entrekin, Vice President, Investor Relations, 860-273-7830, and from
the media or others should be directed to Roy E. Clason, 860-273-7392, each of
whom's address is also at Aetna, 151 Farmington Ave. Hartford CT 06156.
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.
AETNA INC.
Date: April 22, 2004 BY: /s/ Ronald M. Olejniczak
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Name: Ronald M. Olejniczak
Title: Vice President and
Controller