Susan M. Diamond - 21 Feb 2024 Form 4 Insider Report for HUMANA INC (HUM)

Role
Chief Financial Officer
Signature
Susan M. Diamond
Issuer symbol
HUM
Transactions as of
21 Feb 2024
Net transactions value
-$411,868
Form type
4
Filing time
23 Feb 2024, 12:09:39 UTC
Previous filing
19 Dec 2023
Next filing
04 Jun 2024
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 +3,356 +82% $0.000000 7,436 22 Feb 2024 Direct F14
transaction HUM Humana Common Tax liability $411,868 -1,125 -15% $366.10 6,311 22 Feb 2024 Direct F15
transaction HUM Humana Common Award $0 +13,480 +214% $0.000000 19,791 21 Feb 2024 Direct F11, F12
holding HUM Humana Common 2,182 21 Feb 2024 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 +9,989 $0.000000 9,989 21 Feb 2024 Humana Common 9,989 $367.21 Direct F6
holding HUM Options 1,508 21 Feb 2024 Humana Common 1,508 $376.61 Direct F2
holding HUM Options 3,793 21 Feb 2024 Humana Common 3,793 $428.68 Direct F3
holding HUM Options 5,562 21 Feb 2024 Humana Common 5,562 $425.06 Direct F4
holding HUM Options 6,810 21 Feb 2024 Humana Common 6,810 $510.24 Direct F5
holding HUM Restricted Stock Units 311 21 Feb 2024 Humana Common 311 Direct F7, F8
holding HUM Restricted Stock Units 512 21 Feb 2024 Humana Common 512 Direct F7, F9
holding HUM Restricted Stock Units 1,176 21 Feb 2024 Humana Common 1,176 Direct F7, F10
holding HUM Phantom Stock Units 325 21 Feb 2024 Humana Common 325 See Footnote. F13
* 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 the reporting person as of January 31, 2024 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 02/22/2021, vesting in three annual increments from 2/22/22 to 2/22/24.
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 8/1/2021, vesting in three annual increments from 8/1/22 to 8/1/24.
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 2/21/2022, 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 2/24/2023, vesting in three annual increments from 2/24/24 to 2/24/26.
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 2/21/2024, vesting in three annual increments from 2/21/25 to 2/21/27.
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 08/1/2021, 33% of the award is vesting on 8/1/22, 8/1/23, and 8/1/24.
F9 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.
F10 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.
F11 Restricted stock units granted to reporting person on 2/21/24.
F12 Includes 13,480 restricted stock units representing a contingent right to receive one share of Humana Inc. common stock, exempt under Rule 16b-3(d)(1)&(3) under the Company's 2019 Amended & Restated Plan.
F13 Phantom Stock Units held for the benefit of reporting person as of January 31, 2024 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.
F14 Includes Performance Stock Units not required to be reported until vest.
F15 Shares disposed of represent payment of tax liability resulting from vesting of Performance Stock Units on 2/22/24.