HUMANA INC — Director's Dealing 2015

Feb 26, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2015-02-24

Reporting Person: BILNEY JODY L (SVP & Chief Consumer Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-24	Options	$164.645	A	21014	Acquired	2022-02-24	Humana Common (21014)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	0	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$76.43	2020-05-02	Humana Common (14868)	14868	Direct
Options	$102.155	2021-02-18	Humana Common (15086)	15086	Direct
Restricted Stock Units	$		Humana Common (4906)	4906	Direct
Restricted Stock Units	$		Humana Common (3304)	3304	Direct

Footnotes

F1: Right to buy pursuant to Humana Inc.'s 2003 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 05/02/13, vesting in three increments from 05/02/14 to 05/02/16.

F2: Right 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.

F3: Right 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.

F4: Right 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).

F5: Restricted stock units granted to Reporting Person on 05/02/13, 100% of the award is vesting on 05/02/16.

F6: Restricted stock units granted to Reporting Person on 02/18/14, 100% of the award is vesting on 02/18/17.