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HUMANA INC Director's Dealing 2012

Oct 24, 2012

30145_dirs_2012-10-24_9987170d-7dd5-4072-8f64-d8391fd3c370.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2012-10-18

Reporting Person: PERKINS BRUCE D (Sgmnt Pres, Health&Well-Being)

Holdings (Non-Derivative)

Security Shares Ownership
Humana Common 17301 Direct
Humana Common 265 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Options $79.655 2019-06-20 Humana Common (5411) Direct
Restricted Stock Units $.1667 Humana Common (5927) Direct
Restricted Stock Units $.1667 Humana Common (7355) Direct
Restricted Stock Units $0 Humana Common (6768) Direct
Restricted Stock Units $0 Humana Common (1883) Direct
Phantom Stock Units $ Humana Common (356) Indirect

Footnotes

F1: Stock units held for the benefit of reporting person as of September 30, 2012 under the Humana Retirement & Savings Plan, including a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan. All transactions are exempt under Rule 16b-3(c).

F2: Right to buy pursuant to the Humana's 2003 Stock Incentive Plan.

F3: Non-Qualified stock options granted to reporting person on 6/20/12, vesting in three increments from 6/20/13 to 6/20/15.

F4: Right to receive one share per restricted stock unit pursuant to the Company's 2003 Stock Incentive Plan.

F5: Right to receive one share per restricted stock unit pursuant to the Company's 2011 Stock Incentive Plan.

F6: 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 2/18/10, 100% of the award is vesting on 2/18/13.

F8: Restricted stock units granted to reporting person on 2/17/11, 100% of the award is vesting on 2/17/14.

F9: Restricted stock units granted to reporting person on 2/23/12, 100% of the award is vesting on 2/23/15.

F10: Restricted stock units granted to reporting person on 6/20/12, 100% of the award is vesting on 6/20/15.

F11: Phantom Stock Units held for the benefit of reporting person as of September 30, 2012 based on the value of Humana common stock on a 1-for-1 basis, under the Humana Excess Plan. All transactions are exempt under Rule 16b-3(c and d).