William K. Fleming - Feb 21, 2022 Form 4 Insider Report for HUMANA INC (HUM)

Role: Seg Pres, Pharmacy Sol & CCAO
Signature: William K. Fleming
Stock symbol: HUM
Transactions as of: Feb 21, 2022
Transactions value $: $0
Form type: 4
Date filed: 2/23/2022, 05:09 PM
Previous filing: Dec 17, 2021
Next filing: Mar 1, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	HUM	Humana Common						1.55K	Feb 21, 2022	Direct
holding	HUM	Humana Common						4.05K	Feb 21, 2022	See Footnote	F2
holding	HUM	Humana Common						119	Feb 21, 2022	See Footnote	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	HUM	Options	Award	$0	+3.75K		$0.00	3.75K	Feb 21, 2022	Humana Common	3.75K	$425.06	Direct	F6
transaction	HUM	Restricted Stock Units	Award	$0	+1.04K		$0.00	1.04K	Feb 21, 2022	Humana Common	1.04K		Direct	F7, F10
holding	HUM	Options						7.18K	Feb 21, 2022	Humana Common	7.18K	$307.97	Direct	F3
holding	HUM	Options						6.45K	Feb 21, 2022	Humana Common	6.45K	$350.79	Direct	F4
holding	HUM	Options						4.81K	Feb 21, 2022	Humana Common	4.81K	$376.61	Direct	F5
holding	HUM	Restricted Stock Units						428	Feb 21, 2022	Humana Common	428		Direct	F7, F8
holding	HUM	Restricted Stock Units						779	Feb 21, 2022	Humana Common	779		Direct	F7, F9
holding	HUM	Phantom Stock Units						20	Feb 21, 2022	Humana Common	20		See Footnote	F11

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares held for the benefit of reporting person as of January 31, 2022 under the Humana Retirement Savings Plan including routine payroll deductions, quarterly dividend allocation, and a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan, exempt under Rule 16b-3(c).
F2	Shares owned in the William K. Fleming Grantor Retained Annuity Trust (est. 7/2/2020). Reporting person is the sole trustee of the GRAT.
F3	Right to buy pursuant to Company's 2011 Stock Incentive Plan. Non-Qualified stock options granted to reporting person on 02/25/2019, vesting in three increments from 2/25/20 to 2/25/22.
F4	Right to buy pursuant to Company's 2019 Amended & Restated Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/24/2020, vesting in three annual increments from 2/24/21 to 2/24/23.
F5	Right to buy pursuant to Company's 2019 Amended & Restated Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 2/22/2021, vesting in three annual increments from 2/22/22 to 2/22/24.
F6	Right to buy pursuant to Company's 2019 Amended & Restated Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/21/2022, vesting in three annual increments from 2/21/23 to 2/21/25.
F7	Right to receive one share per restricted stock unit pursuant to the Company's 2019 Amended & Restated Stock Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of Humana Inc. common stock, exempt under Rule 16b-3(d)(1) & (3).
F8	Restricted stock units granted to reporting person on 02/24/2020, 33% of the award is vesting on 12/15/20, 12/15/21, and 12/15/22.
F9	Restricted stock units granted to reporting person on 02/22/2021, 33% of the award is vesting on 12/15/21, 12/15/22, and 12/15/23.
F10	Restricted stock units granted to reporting person on 02/21/2022, 33% of the award is vesting on 12/15/22, 12/15/23, and 12/15/24.
F11	Phantom Stock Units held for the benefit of reporting person as of January 31, 2022 based on the value of Humana common stock on a 1-for-1 basis, under the Humana Retirement Equalization Plan. The ending number of units reflects normal fluctuation due to changes in stock price.