-----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, VpmMMQ2Jl2IRGCB28n7UIamGjVOS2uTFmkYSU6lP0nHcKg2KysEJgK0itsY5J2SC n16ym+RUOn4fUZduHxa4xg== 0000049071-05-000015.txt : 20050112 0000049071-05-000015.hdr.sgml : 20050112 20050112162119 ACCESSION NUMBER: 0000049071-05-000015 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050111 FILED AS OF DATE: 20050112 DATE AS OF CHANGE: 20050112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOODMAN BRUCE J CENTRAL INDEX KEY: 0001083933 STATE OF INCORPORATION: KY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-05975 FILM NUMBER: 05526055 BUSINESS ADDRESS: BUSINESS PHONE: 5025801000 MAIL ADDRESS: STREET 1: 500 WEST MAIN STREET CITY: LOUISVILLE STATE: KY ZIP: 40202 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 MAIL ADDRESS: STREET 1: 500 W. MAIN ST CITY: LOUISVILLE STATE: KY ZIP: 40202 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 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2005-01-11 0000049071 HUMANA INC HUM 0001083933 GOODMAN BRUCE J HUMANA INC. 500 WEST MAIN STREET LOUISVILLE KY 40202 0 1 0 0 Sr VP & Chief Serv. & Info. Of Humana Common 2005-01-11 4 M 0 16667 9.26 A 129896 D Humana Common 2005-01-11 4 M 0 16667 9.5938 A 146563 D Humana Common 2005-01-11 4 S 0 33334 0 D 113229 D Humana Common 7967 I See Footnote Options 11.625 2009-04-12 Humana Common 50000 50000 D Options 9.5938 2005-01-11 4 M 0 16667 9.5938 D 2009-09-09 Humana Common 16667 3333 D Options 12.995 2012-03-13 Humana Common 30000 30000 D Options 12.515 2012-11-07 Humana Common 30000 30000 D Options 9.26 2005-01-11 4 M 0 16667 9.26 D 2013-03-13 Humana Common 16667 33333 D Options 21.275 2014-02-24 Humana Common 70000 70000 D Phantom Stock Units Humana Common 4142 4142 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 sold by reporting person at prices between $31.00 and $31.25. Stock units held for the benefit of reporting person as of December 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 the Company's 1996 Stock Incentive Plan for Employees. Incentive and Non-Qualified stock options granted to reporting person on 4/12/99, vesting in four increments each from 4/12/01 to 4/12/04. Incentive and Non-Qualified stock options granted to reporting person on 9/9/99, NQ options vesting in two increments on 9/9/01 and 9/9/02, and ISO's vesting on 9/9/00. Incentive and Non-Qualified stock options granted to reporting person on 3/13/02, NQ options vesting in three increments from 3/13/03 to 3/13/05, and ISO's vesting on 3/13/05. Non-Qualified stock options granted to reporting person on 11/7/02, vesting in three increments from 11/7/03 to 11/7/05. 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 December 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). Bruce J. Goodman 2005-01-11 -----END PRIVACY-ENHANCED MESSAGE-----