NON-EMPLOYEE DIRECTOR COMPENSATION PLAN
NONSTATUTORY STOCK OPTION
Pursuant to its Non-Employee Director Compensation Plan, Aetna Inc. hereby grants to the director named
below the right and option to purchase the stated number of shares of Common Stock on the terms and
conditions hereinafter set forth.
Such option is issued on the terms and conditions hereinafter set forth.
Effective Date Social Security No.
Total Optioned Shares
Date First Exercisable
(a) “Board” means the Board of Directors of Aetna Inc.
(b) “Board Service” means service to the Company as a member of the Board.
(c) “Change in Control” means the happening of any of the following:
(i) When any “person” as defined in Section 3(a)(9) of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), and as used in Sections 13(d) and 14(d) thereof, including a “group” as defined in
Section 13(d) of the Exchange Act but excluding the Company and any Subsidiary thereof and any
employee benefit plan sponsored or maintained by the Company or any Subsidiary (including any trustee of
such plan acting as trustee), directly or indirectly, becomes the “beneficial owner” (as defined in Rule 13d-3
under the Exchange Act, as amended from time to time), of securities of the Company representing
20 percent or more of the combined voting power of the Company’s then outstanding securities;
(ii) When, during any period of 24 consecutive months, the individuals who, at the beginning of such period,
constitute the Board (the “Incumbent Directors”) cease for any reason other than death to constitute at
least a majority thereof, provided that a director who was not a director at the beginning of such 24-month
period shall be deemed to have satisfied such 24-month requirement (and be an Incumbent