SEC Form 4 · accession 0000049071-18-000045
HUMANA INC · HUM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jody L Bilney
Officer — Chief Consumer Officer
Period of report
Feb 24, 2018
Accepted (ET)
Feb 27, 2018 · 6:40 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000049071
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Humana CommonF10 | Feb 24, 2018 | M | 4,472 | $0.00 | A | 15,726 | D | |
| Humana Common | Feb 24, 2018 | F | 1,541 | $269.31 | D | 14,185 | D | |
| Humana CommonF11,F12 | Feb 26, 2018 | S | 2,931 | $273.4484 | D | 10,860 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| OptionsF1 | $102.155 | holding | — | — | — | — | Feb 18, 2021 | Humana Common | 7,054 | 7,054 | D |
| OptionsF2 | $164.645 | holding | — | — | — | — | Feb 24, 2022 | Humana Common | 21,014 | 21,014 | D |
| OptionsF3 | $167.805 | holding | — | — | — | — | Feb 18, 2023 | Humana Common | 20,804 | 20,804 | D |
| OptionsF4 | $217.415 | holding | — | — | — | — | Mar 8, 2024 | Humana Common | 23,247 | 23,247 | D |
| OptionsF5 | $268.47 | holding | — | — | — | — | Feb 19, 2025 | Humana Common | 6,221 | 6,221 | D |
| Restricted Stock UnitsF6,F7 | — | holding | — | — | — | — | — | Humana Common | 1,540 | 1,540 | D |
| Restricted Stock UnitsF6,F8 | — | holding | — | — | — | — | — | Humana Common | 4,159 | 4,159 | D |
| Restricted Stock UnitsF6,F9 | — | holding | — | — | — | — | — | Humana Common | 1,443 | 1,443 | D |
Explanation of responses
- F1Right to buy pursuant to Humana Inc.'s 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/18/2014, vesting in three increments from 02/18/2015 to 02/18/2017.
- F10Includes Performance Stock Units that vested on 2/24/18.
- F11All shares sold at price of 273.4484.
- F12Due to scrivener's error, total direct shares are updated to reflect 394 shares swapped for purchase price of an Incentive Stock Option exercised on 12/18/17.
- F2Right to buy pursuant to Humana Inc.'s 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/24/2015, vesting in three increments from 02/24/2016 to 02/24/2018.
- F3Right to buy pursuant to Company's 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/18/16, vesting in three increments from 02/18/17 to 02/18/19.
- F4Right to buy pursuant to Company's 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 03/08/2017. 15,498 options vesting in three annual increments, and 7,749 options fully vest three years from the date of grant.
- F5Right to buy pursuant to Company's 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 02/19/18, vesting in three increments from 02/19/19 to 02/19/21.
- F6Right to receive one share per restricted stock unit pursuant to the Company's 2011 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).
- F7Restricted stock units granted to reporting person on 02/18/16, 33% of the award is vesting on 12/15/16, 12/15/17, and 12/15/18.
- F8Restricted stock units granted to reporting person on 03/08/2017, 3,564 shares vesting in three annual increments on 12/15/17, 12/15/18, and 12/15/19. 1,782 shares fully vest three years from the date of grant.
- F9Restricted stock units granted to reporting person on 02/19/18, 33% of the award is vesting on 12/15/18, 12/15/19, and 12/15/20.