SEC Form 4 · accession 0000049071-18-000137
HUMANA INC · HUM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian A Kane
Officer — Chief Financial Officer
Period of report
Dec 15, 2018
Accepted (ET)
Dec 18, 2018 · 9:57 am 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 Common | Dec 15, 2018 | M | 1,540 | $0.00 | A | 19,999 | D | |
| Humana Common | Dec 15, 2018 | F | 711 | $304.045 | D | 19,288 | D | |
| Humana Common | Dec 15, 2018 | M | 1,533 | $0.00 | A | 20,821 | D | |
| Humana Common | Dec 15, 2018 | F | 707 | $304.045 | D | 20,114 | D | |
| Humana Common | Dec 15, 2018 | M | 931 | $0.00 | A | 21,045 | D | |
| Humana Common | Dec 15, 2018 | F | 430 | $304.045 | D | 20,615 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | — | Dec 15, 2018 | M | 1,540 | D | — | — | Humana Common | 1,540 | 0 | D |
| Restricted Stock UnitsF5,F7 | — | Dec 15, 2018 | M | 1,533 | D | — | — | Humana Common | 1,533 | 3,833 | D |
| Restricted Stock UnitsF5,F8 | — | Dec 15, 2018 | M | 931 | D | — | — | Humana Common | 931 | 1,863 | D |
| OptionsF1 | $164.645 | holding | — | — | — | — | Feb 24, 2022 | Humana Common | 21,014 | 21,014 | D |
| OptionsF2 | $167.805 | holding | — | — | — | — | Feb 18, 2023 | Humana Common | 20,804 | 20,804 | D |
| OptionsF3 | $217.415 | holding | — | — | — | — | Mar 8, 2024 | Humana Common | 29,995 | 29,995 | D |
| OptionsF4 | $268.47 | holding | — | — | — | — | Feb 19, 2025 | Humana Common | 12,041 | 12,041 | D |
Explanation of responses
- F1Right to buy pursuant to the Company's 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to Reporting Person on 02/24/15, vesting in three increments from 02/24/16 to 02/24/18.
- F2Right 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.
- F3Right to buy pursuant to Company's 2011 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 03/08/2017. 19,997 options vesting in three annual increments, and 9,998 options fully vest three years from the date of grant.
- F4Right 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.
- F5Right 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).
- F6Restricted 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.
- F7Restricted stock units granted to reporting person on 03/08/2017, 4,599 shares vesting in three annual increments on 12/15/17, 12/15/18, and 12/15/19. 2,299 shares fully vest three years from the date of grant.
- F8Restricted 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.