Joseph C. Ventura - 24 Feb 2023 Form 4 Insider Report for HUMANA INC (HUM)

Role
Chief Legal Officer
Signature
Joseph C. Ventura
Issuer symbol
HUM
Transactions as of
24 Feb 2023
Net transactions value
-$1,675,580
Form type
4
Filing time
28 Feb 2023, 13:02:43 UTC
Previous filing
19 Dec 2022
Next filing
19 Dec 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 +3,293 +77% $0.000000 7,549 24 Feb 2023 Direct F10
transaction HUM Humana Common Tax liability $635,252 -1,245 -16% $510.24 6,304 24 Feb 2023 Direct F11
transaction HUM Humana Common Sale $1,040,328 -2,048 -32% $507.97 4,256 27 Feb 2023 Direct F12
transaction HUM Humana Common Gift $0 -69 -1.6% $0.000000 4,187 27 Feb 2023 Direct F13
holding HUM Humana Common 231 24 Feb 2023 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 +4,162 $0.000000 4,162 24 Feb 2023 Humana Common 4,162 $510.24 Direct F5
transaction HUM Restricted Stock Units Award $0 +1,078 $0.000000 1,078 24 Feb 2023 Humana Common 1,078 Direct F6, F9
holding HUM Options 4,656 24 Feb 2023 Humana Common 4,656 $350.79 Direct F2
holding HUM Options 4,598 24 Feb 2023 Humana Common 4,598 $376.61 Direct F3
holding HUM Options 3,932 24 Feb 2023 Humana Common 3,932 $425.06 Direct F4
holding HUM Restricted Stock Units 373 24 Feb 2023 Humana Common 373 Direct F6, F7
holding HUM Restricted Stock Units 724 24 Feb 2023 Humana Common 724 Direct F6, F8
* 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, 2023 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 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.
F3 Right to buy pursuant to Company's 2019 Amended & Restated Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/22/2021, vesting in three annual increments from 2/22/22 to 2/22/24.
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 02/21/2022, vesting in three annual increments from 2/21/23 to 2/21/25.
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 02/24/2023, vesting in three annual increments from 2/24/24 to 2/24/26.
F6 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).
F7 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.
F8 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.
F9 Restricted stock units granted to reporting person on 02/24/2023, 33% of the award is vesting on 12/15/23, 12/15/24, and 12/15/25.
F10 Performance Stock Units vested on 2/24/23, not required to be reported until vest.
F11 Disposition reported represents shares withheld for payment of tax liability associated with vesting of Performance Stock Units on 2/24/23.
F12 Price reported is weighted average sales price.
F13 Disposition reported represents gift/charitable donation, effective February 27, 2023, in which no value was received in return.