HUMANA INC — Director's Dealing 2014

May 6, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2014-05-05

Reporting Person: MARGULIS HEIDI S (Senior V.P. - Public Affairs)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-05	Humana Common	M	2355	$.1667	Acquired	9491	Direct
2014-05-05	Humana Common	F	761	$109.36	Disposed	8730	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-05	Restricted Stock Units	$	M	2355	Disposed		Humana Common (2355)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	6885	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$72.84	2020-02-20	Humana Common (4680)	4680	Direct
Options	$102.155	2021-02-18	Humana Common (7264)	7264	Direct
Restricted Stock Units	$		Humana Common (2820)	2820	Direct
Restricted Stock Units	$		Humana Common (1544)	1544	Direct
Restricted Stock Units	$		Humana Common (1591)	1591	Direct
Phantom Stock Units	$		Humana Common (358)	358	Indirect

Footnotes

F1: Shares held for the benefit of reporting person as of April 30, 2014 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 Humana Inc.'s 2003 Stock Incentive Plan.

F3: Right to buy pursuant to Humana Inc.'s 2011 Stock Incentive Plan.

F4: Incentive and Non-Qualified stock options granted to reporting person on 02/20/13, vesting in three increments from 02/20/14 to 02/20/16.

F5: Incentive and Non-Qualified stock options granted to reporting person on 02/18/14, vesting in three increments from 02/18/15 to 02/18/17.

F6: Right to receive one share per restricted stock unit pursuant to the Company's 2003 Stock Incentive Plan.

F7: Right to receive one share per restricted stock unit pursuant to the Company's 2011 Stock Incentive Plan.

F8: 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).

F9: Restricted stock units granted to reporting person on 5/05/11, 100% of the award is vesting on 5/05/14.

F10: Restricted stock units granted to reporting person on 2/23/12, 100% of the award is vesting on 2/23/15.

F11: Restricted stock units granted to reporting person on 2/20/13, 100% of the award is vesting on 2/20/16.

F12: Restricted stock units granted to reporting person on 2/18/14, 100% of the award is vesting on 2/18/17.

F13: Phantom Stock Units held for the benefit of reporting person as of April 30, 2014 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.