-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MSliov6nTIhP773tcmj5bX+5wXGT/E8G3al04m2Ju4NfUDKjiOlnsN611uyoJRYk soKx7SNY0gKtRPonrBPJZQ== 0000049071-04-000028.txt : 20040226 0000049071-04-000028.hdr.sgml : 20040226 20040226162332 ACCESSION NUMBER: 0000049071-04-000028 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040224 FILED AS OF DATE: 20040226 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HUMANA INC CENTRAL INDEX KEY: 0000049071 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 610647538 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 500 W MAIN ST CITY: LOUISVILLE STATE: KY ZIP: 40202 BUSINESS PHONE: 5025801000 FORMER COMPANY: FORMER CONFORMED NAME: EXTENDICARE INC DATE OF NAME CHANGE: 19740404 FORMER COMPANY: FORMER CONFORMED NAME: HERITAGE HOUSE OF AMERICA INC DATE OF NAME CHANGE: 19671129 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MURRAY JAMES E CENTRAL INDEX KEY: 0001018658 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05975 FILM NUMBER: 04631024 BUSINESS ADDRESS: STREET 1: 500 WEST MAIN STREET CITY: LOUISVILLE STATE: KY ZIP: 40202 BUSINESS PHONE: 5025803778 MAIL ADDRESS: STREET 1: 500 WEST MAIN STREET CITY: LOUISVILLE STATE: KY ZIP: 40202 4 1 edgar.xml PRIMARY DOCUMENT X0201 4 2004-02-24 0000049071 HUMANA INC HUM 0001018658 MURRAY JAMES E HUMANA INC. 500 WEST MAIN STREET LOUISVILLE KY 40202 0 1 0 0 COO-Mkt & Bus. Segment Ops Humana Common 225982 D Humana Common 7361 I See Footnote Humana Common 17706 I See Footnote Options 15.5938 1999-09-17 2005-01-12 Humana Common 34400 34400 D Options 15.5938 2000-01-09 2007-01-09 Humana Common 59605 59605 D Options 15.5938 2001-01-15 2008-01-15 Humana Common 34800 34800 D Options 19.25 2002-01-15 2009-01-15 Humana Common 30000 30000 D Options 7.4688 2002-11-18 2009-11-18 Humana Common 100000 100000 D Options 12.995 2005-03-13 2012-03-13 Humana Common 20000 20000 D Options 9.26 2006-03-13 2013-03-13 Humana Common 50000 50000 D Options 21.275 2004-02-24 4 A 0 85000 21.275 A 2014-02-24 Humana Common 85000 85000 D Phantom Stock Units Humana Common 6004 6004 I See Footnote Each share of Common Stock contains a Right adopted on March 5, 1987, pursuant to the Company Rights Agreement, as amended and restated on February 14, 1996, and amended as of May 27, 1998 and March 1, 1999, which entitles holders of the Company's Common Stock, in the event certain specified events occur, to acquire 1/100 of a share of Series A Participating Preferred Stock at a price of $145 per fractional share. Total amount of directly owned shares were reported incorrectly on 8/7/03 Form 4. The total inadvertently included indirect shares held by a family member while those indirect shares were also reported separately. The corrected amount of directly owned shares is reported on this form filing. Shares held by reporting person's spouse. Shares held for the benefit of reporting person as of January 31, 2004 under the Humana Retirement & Savings Plan, including a routine disposition of shares to fund an administrative fee assessment under a Tax-Conditioned Plan, both exempt under Rule 16b-3(c). Right to buy pursuant to Company's 1996 Stock Incentive Plan for Employees. Incentive and Non-Qualified Stock Options were granted to reporting person on 9/17/98 vesting in two increments, 9/17/99 and 1/9/00. Incentive and Non-Qualified Stock Options were granted to reporting person on 9/17/98 vesting in three increments each from 9/17/99 to 1/15/01. Incentive and Non-Qualified Stock Options were granted to reporting person on 1/15/99 vesting in three increments each from 1/15/00 to 1/15/02. Non-Qualified Stock Options were granted to reporting person on 11/18/99 vesting in three increments from 11/18/00 to 11/18/02. Incentive Stock Options were granted to reporting person on 3/13/02 vesting in thirds from 3/13/03 to 3/13/05. Incentive and Non-Qualified Stock Options were granted to reporting person on 3/13/03 vesting in three increments each from 3/13/04 to 3/13/06. Right to buy pursuant to Company's 2003 Stock Incentive Plan. Incentive and Non-Qualified Stock Options were granted to reporting person on 2/24/04 vesting in three increments from 2/24/05 to 2/24/07, and ISO's vesting on 02/24/07. Phantom Stock Units held for the benefit of reporting person as of January 31, 2004, based on the value of Humana common stock on a 1-for-1 basis, under the Humana Excess Plan exempt under Rule 16b-3(c and d). James E. Murray 2004-02-24 -----END PRIVACY-ENHANCED MESSAGE-----