HUMANA INC — Director's Dealing 2018

Dec 18, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2018-12-15

Reporting Person: Kane Brian A (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-12-15	Humana Common	M	1540	—	Acquired	19999	Direct
2018-12-15	Humana Common	F	711	$304.045	Disposed	19288	Direct
2018-12-15	Humana Common	M	1533	—	Acquired	20821	Direct
2018-12-15	Humana Common	F	707	$304.045	Disposed	20114	Direct
2018-12-15	Humana Common	M	931	—	Acquired	21045	Direct
2018-12-15	Humana Common	F	430	$304.045	Disposed	20615	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-12-15	Restricted Stock Units	$	M	1540	Disposed		Humana Common (1540)	Direct
2018-12-15	Restricted Stock Units	$	M	1533	Disposed		Humana Common (1533)	Direct
2018-12-15	Restricted Stock Units	$	M	931	Disposed		Humana Common (931)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$164.645	2022-02-24	Humana Common (21014)	21014	Direct
Options	$167.805	2023-02-18	Humana Common (20804)	20804	Direct
Options	$217.415	2024-03-08	Humana Common (29995)	29995	Direct
Options	$268.47	2025-02-19	Humana Common (12041)	12041	Direct

Footnotes

F1: Right 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.

F2: Right 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.

F3: Right 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.

F4: Right 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.

F5: 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).

F6: Restricted 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.

F7: Restricted 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.

F8: Restricted 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.