William K. Fleming - Feb 25, 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 25, 2022
Transactions value $
-$890,373
Form type
4
Date filed
3/1/2022, 03:16 PM
Previous filing
Feb 23, 2022
Next filing
May 2, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HUM Humana Common Options Exercise $0 +5.29K +341.89% $0.00 6.84K Feb 25, 2022 Direct F12
transaction HUM Humana Common Tax liability -$890K -2.08K -30.41% $428.27 4.76K Feb 25, 2022 Direct F13
holding HUM Humana Common 4.05K Feb 25, 2022 See Footnote F2
holding HUM Humana Common 119 Feb 25, 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
holding HUM Options 7.18K Feb 25, 2022 Humana Common 7.18K $307.97 Direct F3
holding HUM Options 6.45K Feb 25, 2022 Humana Common 6.45K $350.79 Direct F4
holding HUM Options 4.81K Feb 25, 2022 Humana Common 4.81K $376.61 Direct F5
holding HUM Options 3.75K Feb 25, 2022 Humana Common 3.75K $425.06 Direct F6
holding HUM Restricted Stock Units 428 Feb 25, 2022 Humana Common 428 Direct F7, F8
holding HUM Restricted Stock Units 779 Feb 25, 2022 Humana Common 779 Direct F7, F9
holding HUM Restricted Stock Units 1.04K Feb 25, 2022 Humana Common 1.04K Direct F7, F10
holding HUM Phantom Stock Units 20 Feb 25, 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.
F12 Performance Stock Units vested on 2/25/22, not required to be reported until vest.
F13 Disposition reported represents shares withheld for payment of tax liability associated with vesting of Performance Stock Units on 2/25/22.