HUMANA INC — Director's Dealing 2021

Jan 5, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HUMANA INC (HUM)
CIK: 0000049071
Period of Report: 2020-12-31

Reporting Person: McDonald William J. (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-12-31	Restricted Stock Units	$	A	73	Acquired		Humana Common (73)	Direct
2020-12-31	Restricted Stock Units	$	A	196	Acquired		Humana Common (196)	Direct
2021-01-04	Restricted Stock Units	$	A	403	Acquired		Humana Common (403)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Humana Common	2276	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Humana Common (25499)	25499	Direct

Footnotes

F1: Shares held in Living Trust in the reporting person's name, with the reporting person's spouse as sole trustee, established October 26, 2020. Transfer of 2,276 shares was made effective on December 23, 2020 from a directly held brokerage account to the Living Trust.

F2: Annual 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).

F3: Director'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, exempt pursuant to Rule 16(b)-3(d)(1).

F4: Director'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).

F5: 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) under Company's 2019 Amended & Restated Plan.100% of the award is vesting on 12/31/21.