SEC Form 4 · accession 0000049071-19-000010

HUMANA INC · HUM

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Frank A Damelio

Director

Period of report

Jan 2, 2019

Accepted (ET)

Jan 4, 2019 · 2:16 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 Common^F6	holding	—	—		—	16,136	D
Humana Common^F7	holding	—	—		—	4,498	I	See Footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Unit^F5	—	Jan 2, 2019	A	588	A	—	—	Humana Common	588	588	D
Stock Unit^F1	—	holding	—	—	—	—	—	Humana Common	7,928	7,928	D
Stock Unit^F2	—	holding	—	—	—	—	—	Humana Common	14,683	14,683	D
Stock Unit^F3	—	holding	—	—	—	—	—	Humana Common	2,467	2,467	D
Stock Unit^F4	—	holding	—	—	—	—	—	Humana Common	318	318	D

Explanation of responses

F1Annual Director's fee payable in stock units, deferred at the election of the reporting person until his resignation of services as a director at which time the stock units will be payable in Humana Inc. common stock on a 1-for-1 basis, exempt pursuant to Rule 16(b)-3(d)(1) and the total includes the vested portion that was subsequently deferred for years 2013 and later.
F2Annual Director's fee payable in stock units which have been deferred at the election of the reporting person until his resignation of services as a director at which time the stock units will be payable in Humana Inc. common stock on a 1-for-1 basis (over a five-year period), exempt pursuant to Rule 16(b)-3(d)(1).
F3Director's cash fee elected to be converted into stock units, deferred at the election of the reporting person until his resignation of services as a director at which time the stock units will be payable in Humana Inc. common stock on a 1-for-1 basis (over a five-year period), exempt pursuant to Rule 16(b)-3(d)(1).
F4Director's dividend payment reinvested into stock units on vested and deferred stock units, deferred in accordance with the Plan until his resignation of services as a director at which time the deferred dividend stock units will be payable in Humana Inc. common stock on a 1-for-1 basis, exempt pursuant to Rule16(b)-3(d).
F5Each restricted stock unit represents a contingent right to receive one share of Humana Inc. common stock, exempt under Rule 16b-3(d)(1)&(3) under the Company's 2011 Plan. 100% of the award is vesting on 12/31/2019.
F6Shares held by reporting person in joint account with spouse, established on April 10, 2014.
F7Shares held by reporting person as trustee of Grantor Retained Annuity Trust (GRAT) transferred on November 22, 2017.