William K. Fleming - Dec 15, 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
Dec 15, 2022
Transactions value $
-$272,861
Form type
4
Date filed
12/19/2022, 12:36 PM
Previous filing
Nov 7, 2022
Next filing
Feb 28, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HUM Humana Common Options Exercise $0 +428 +26.07% $0.00 2.07K Dec 15, 2022 Direct
transaction HUM Humana Common Tax liability -$100K -197 -9.52% $510.02 1.87K Dec 15, 2022 Direct F12
transaction HUM Humana Common Options Exercise $0 +389 +20.77% $0.00 2.26K Dec 15, 2022 Direct
transaction HUM Humana Common Tax liability -$91.3K -179 -7.91% $510.02 2.08K Dec 15, 2022 Direct F12
transaction HUM Humana Common Options Exercise $0 +345 +16.56% $0.00 2.43K Dec 15, 2022 Direct
transaction HUM Humana Common Tax liability -$81.1K -159 -6.55% $510.02 2.27K Dec 15, 2022 Direct F12
holding HUM Humana Common 2.39K Dec 15, 2022 See Footnote F2
holding HUM Humana Common 118 Dec 15, 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 Restricted Stock Units Options Exercise $0 -428 -100% $0.00* 0 Dec 15, 2022 Humana Common 428 Direct F7, F8
transaction HUM Restricted Stock Units Options Exercise $0 -389 -49.94% $0.00 390 Dec 15, 2022 Humana Common 389 Direct F7, F9
transaction HUM Restricted Stock Units Options Exercise $0 -345 -33.33% $0.00 690 Dec 15, 2022 Humana Common 345 Direct F7, F10
holding HUM Options 324 Dec 15, 2022 Humana Common 324 $307.97 Direct F3
holding HUM Options 2.15K Dec 15, 2022 Humana Common 2.15K $350.79 Direct F4
holding HUM Options 4.81K Dec 15, 2022 Humana Common 4.81K $376.61 Direct F5
holding HUM Options 3.75K Dec 15, 2022 Humana Common 3.75K $425.06 Direct F6
holding HUM Phantom Stock Units 24 Dec 15, 2022 Humana Common 24 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 November 30, 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 November 30, 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 Shares disposed of represent payment for tax liability on shares vesting 12/15/22, no value was received in return.