William K. Fleming - 15 Dec 2022 Form 4 Insider Report for HUMANA INC (HUM)

Role
Seg Pres, Pharmacy Sol & CCAO
Signature
William K. Fleming
Issuer symbol
HUM
Transactions as of
15 Dec 2022
Net transactions value
-$272,861
Form type
4
Filing time
19 Dec 2022, 12:36:20 UTC
Previous filing
07 Nov 2022
Next filing
28 Feb 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HUM Humana Common Options Exercise $0 +428 +26% $0.000000 2,070 15 Dec 2022 Direct
transaction HUM Humana Common Tax liability $100,474 -197 -9.5% $510.02 1,873 15 Dec 2022 Direct F12
transaction HUM Humana Common Options Exercise $0 +389 +21% $0.000000 2,262 15 Dec 2022 Direct
transaction HUM Humana Common Tax liability $91,294 -179 -7.9% $510.02 2,083 15 Dec 2022 Direct F12
transaction HUM Humana Common Options Exercise $0 +345 +17% $0.000000 2,428 15 Dec 2022 Direct
transaction HUM Humana Common Tax liability $81,093 -159 -6.5% $510.02 2,269 15 Dec 2022 Direct F12
holding HUM Humana Common 2,391 15 Dec 2022 See Footnote F2
holding HUM Humana Common 118 15 Dec 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% $0.000000* 0 15 Dec 2022 Humana Common 428 Direct F7, F8
transaction HUM Restricted Stock Units Options Exercise $0 -389 -50% $0.000000 390 15 Dec 2022 Humana Common 389 Direct F7, F9
transaction HUM Restricted Stock Units Options Exercise $0 -345 -33% $0.000000 690 15 Dec 2022 Humana Common 345 Direct F7, F10
holding HUM Options 324 15 Dec 2022 Humana Common 324 $307.96 Direct F3
holding HUM Options 2,149 15 Dec 2022 Humana Common 2,149 $350.79 Direct F4
holding HUM Options 4,807 15 Dec 2022 Humana Common 4,807 $376.61 Direct F5
holding HUM Options 3,750 15 Dec 2022 Humana Common 3,750 $425.06 Direct F6
holding HUM Phantom Stock Units 24 15 Dec 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.