-----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, GUIeGU+ePPIlYvhCQ60XFG53QlXGQJDbrV0MKMMAZBhWkNovJP9qEO1au6XcCxSF QkDyBeOa/QBBALHnaUwqQA== 0000049071-04-000039.txt : 20040326 0000049071-04-000039.hdr.sgml : 20040326 20040326153329 ACCESSION NUMBER: 0000049071-04-000039 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040324 FILED AS OF DATE: 20040326 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: HIPWELL ARTHUR P CENTRAL INDEX KEY: 0001018656 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05975 FILM NUMBER: 04692890 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 2004-03-24 0000049071 HUMANA INC HUM 0001018656 HIPWELL ARTHUR P HUMANA INC. 500 WEST MAIN STREET LOUISVILLE KY 40202 0 1 0 0 Sr VP & General Counsel Humana Common 98539 D Humana Common 300 I See Footnote Humana Common 2004-03-24 4 J 0 649 19.29 A 17968 I See Footnote Options 15.5938 Humana Common 127264 127264 D Options 15.5938 2008-01-15 Humana Common 4316 4316 D Options 9.5938 2009-09-09 Humana Common 50000 50000 D Options 12.995 2012-03-13 Humana Common 45000 45000 D Options 9.26 2013-03-13 Humana Common 50000 50000 D Options 21.275 2014-02-24 Humana Common 60000 60000 D Phantom Stock Units 2004-03-24 4 A 0 2039 19.29 A Humana Common 9640 9640 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. Shares held on behalf of minor children. Stock units held for the benefit of reporting person as of March 24, 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). The number of units being reported represent annual funding for the 2003 Plan year made on March 24, 2004. Right to buy pursuant to the Company's 1996 Stock Incentive Plan for Employees. Non-Qualified stock options granted to reporting person on 9/17/98, fully vested on 9/1/99 with 68,800 options expiring on 1/12/05, 36,680 options expiring on 1/9/2007 and 21,784 options expiring on 1/15/2008. Incentive stock options granted to reporting person on 9/17/98 and fully vested on 9/1/99. Incentive and Non-Qualified stock options granted to reporting person on 9/9/99 and fully vested on 9/9/02. Incentive and Non-Qualified stock options granted to reporting person on 3/13/02, vesting in three increments each from 3/13/03 to 3/13/05. Incentive and Non-Qualified stock options granted to reporting person on 3/13/03, NQ options vesting in three increments from 3/13/04 to 3/13/06, and ISO's vesting on 3/13/06. Right to buy pursuant to the Company's 2003 Stock Incentive Plan. Incentive and Non-Qualified stock options granted to reporting person on 2/24/04, NQ options vesting in three increments from 2/24/05 to 2/24/07, and ISO's vesting on 2/24/07. Phantom Stock Units held for the benefit of reporting person as of March 24, 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). The number of units being reported represent annual funding for the 2003 Plan year made on March 24, 2004. Arthur P. Hipwell 2004-03-25 -----END PRIVACY-ENHANCED MESSAGE-----